Common use of Acceptance and Assumption of GCP Liabilities Clause in Contracts

Acceptance and Assumption of GCP Liabilities. GCP and the applicable GCP Designees shall accept, assume and agree faithfully to perform, discharge and fulfill all of the GCP Liabilities owed by any member of the Grace Group in accordance with their respective terms. GCP and such GCP Designees shall be responsible for all GCP Liabilities in accordance with their respective terms, regardless of when or where such GCP Liabilities arose or arise, or whether the facts on which they are based occurred prior to or subsequent to the Effective Time, regardless of where or against whom such GCP Liabilities are asserted or determined (including any GCP Liabilities arising out of claims made by Grace’s or GCP’s respective directors, officers, employees, agents, Subsidiaries or Affiliates against any member of the Grace Group or the GCP Group) or whether asserted or determined prior to the date hereof, and regardless of whether arising from or alleged to arise from negligence, recklessness, violation of Law, fraud or misrepresentation by any member of the Grace Group or the GCP Group, or any of their respective directors, officers, employees, agents, Subsidiaries or Affiliates;