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Material Contracts
Material Contracts contract clause examples
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Borrower has not entered into, and is not bound by, any Major Contract which continues in existence, except those previously disclosed in writing to Lender.

Contracts. Unless otherwise expressly provided herein, references to agreements and other contractual instruments shall be deemed to include all subsequent amendments and other modifications thereto, but only to the extent such amendments and other modifications are not prohibited by the terms of any Loan Document.

Contracts. Except to the extent disclosed to Lender in the Certificate of Leases and Financial Condition, # there are no Contracts presently affecting any Property having a term in excess of one hundred eighty (180) days or not terminable by Borrowers (without penalty) on thirty (30) days’ notice, # Borrowers have heretofore delivered to Lender true, correct and complete copies of each of the Contracts together with all amendments thereto, # Borrowers are not in default beyond any applicable notice and/or cure period of any obligations under any of the Contracts, and # the Contracts represent the complete agreement between Borrowers and such other parties as to the services to be performed or materials to be provided thereunder and the compensation to be paid for such services or materials, as applicable, and except as otherwise disclosed herein, such other parties possess no unsatisfied claims against Borrowers.

Contracts. Enter into, modify, change, supplement, alter, amend or terminate, or consent to the entering into, modification, change, supplement, alteration, amendment modification or termination of, any Contract in excess of $50,000.00 (including, without limitation, any collective bargaining agreement or any other labor agreement) without Lender’s prior written consent.

Contracts. There is no existing option, warrant, call, right or other Contract of any character to which the Seller is a party requiring, and there are no securities outstanding which upon conversion or exchange would require, the sale or transfer of (or the making of an offer to sell or transfer of) the Redeemed Shares. The Seller is not party to any Contract # with respect to the voting, redemption, sale, transfer or disposition of, or any other similar Contract with respect to, the Redeemed Shares, except for this Agreement, or # with the Company or any of its Affiliates with respect to acquiring, holding, voting or disposing of any stock or securities of the Company other than the Redeemed Shares pursuant to this Agreement.

Contracts. Sellers’ interest (to the extent the same is assignable) under all service contracts, equipment leases and/or maintenance agreements affecting the Property (the “Contracts”), other than Contracts which are not assignable by Sellers, but including Contracts entered into by Sellers after the Effective Date of this Agreement which comply with the requirements of Section 5.3 hereof.

Contracts. At the Closing, Purchaser shall assume all Contracts (as defined below) except Contracts which are not assignable (and for which the applicable Seller has failed to obtain consent for assignment) or Contracts entered into after the Effective Date of this Agreement which do not comply with the requirements of Section 5.3 hereof. Purchaser may notify Sellers prior to the expiration of the Approval Period which of the Contracts that contain a right of termination that Purchaser wishes Sellers to terminate (the “Rejected Contracts”), and each Seller hereby agrees to deliver notice of termination of the Rejected Contracts to which such Seller is a party to the applicable contracting third parties on the Closing Date, to be effective as of the first available date permitted under the terms of such Contracts. Any Contract which is not assignable (and for which consent to assignment is not obtained) or which is entered into after the Effective Date of this Agreement and does not comply with the requirements of Section 5.3 hereof shall be the sole responsibility of the Seller which is a party thereto and such Seller shall and hereby agrees to indemnify Purchaser from any and all liability relating thereto, which indemnification obligation expressly shall survive Closing.

Contracts. The originals or copies of all of the Contracts other than Rejected Contracts, if any, and evidence that notice of termination of all Rejected Contracts have been sent.

Contracts. Seller’s interest (to the extent the same is assignable) under the “Contracts” (as defined below), other than the “Rejected Contracts” (as defined below).

Contracts. Purchaser shall notify Seller prior to the expiration of the Approval Period which of the “Contracts” (as defined below) Purchaser will require Seller to cancel at Closing (the “Rejected Contracts”), and Seller hereby agrees to cancel same not later than Closing, at Seller’s sole cost and expense. Additionally, any Contracts which are not assignable shall be the sole responsibility of Seller, shall be cancelled by Seller on or before Closing, and Seller shall and hereby agrees to indemnify Purchaser from any and all liability relating thereto, which indemnification obligation expressly shall survive Closing. The following Contracts (“Assumed Contracts”) shall not be designated as Rejected Contracts: # yellow page advertising contract, and # Otis Elevator maintenance contract. Purchaser shall assume the obligations of Seller under the Assumed Contracts arising from and after Closing. Seller represents and warrants that true, correct and complete copies of the Assumed Contracts, including any amendments thereto or modifications thereof, are attached hereto as Exhibit “I” and incorporated herein.

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