Common use of Acceptance and Assumption Clause in Contracts

Acceptance and Assumption. In accordance with and subject to the terms and conditions of the Purchase Agreement, Buyer hereby (a) purchases and accepts the assignment, transfer and conveyance of Seller’s right, title and interests in, under and to the Purchased Contracts; (b) unconditionally and irrevocably assumes, undertakes and agrees to pay, satisfy, perform and discharge in full, as and when due, and release and discharge Seller and its successors and assigns completely and forever from, all obligations and liabilities of any kind arising out of, or required to be performed under, such assigned Purchased Contracts from and after the Closing; and (c) unconditionally and irrevocably assumes, undertakes and agrees to pay, satisfy, perform and discharge in full, as and when due, and release and discharge Seller and its successors and assigns completely and forever from, all of the Assumed Liabilities and all obligations and liabilities of any kind arising out of Buyer’s assumption of the Assumed Liabilities.

Acceptance and Assumption. In accordance with and subject to the terms and conditions of the Purchase Agreement, Buyer Purchaser hereby (a) purchases and accepts the assignment, transfer and conveyance conveyance, to the extent that such are legally assignable and necessary consents to assignment have been obtained, of Seller’s right, title and interests in, under and to [the Purchased ContractsContracts of Seller]; (b) unconditionally and irrevocably assumes, undertakes and agrees agrees, subject to valid claims and defenses, to pay, satisfy, perform and or discharge in full, as and when due, and release and discharge Seller and its successors and assigns completely and forever from, accordance with the terms thereof all obligations and liabilities of any kind arising out of, or required to be performed under, such assigned [Purchased Contracts of Seller] from and after the Closing; and (c) unconditionally and irrevocably assumes, undertakes and agrees to pay, satisfy, perform and or discharge in full, as and when due, and release and discharge Seller and its successors and assigns completely and forever from, accordance with the terms thereof all of [the Assumed Liabilities of Seller] and all obligations and liabilities of any kind arising out of BuyerPurchaser’s assumption of [the Assumed Liabilities.Liabilities of Seller]. EXHIBIT B - 1

Acceptance and Assumption. In accordance with and subject to the terms and conditions of the Purchase Agreement, Buyer Purchaser hereby (a) purchases and accepts the assignment, transfer and conveyance conveyance, to the extent that such are legally assignable and necessary consents to assignment have been obtained, of Seller’s right, title and interests in, under and to the Purchased Contracts; (b) unconditionally and irrevocably assumes, undertakes and agrees agrees, subject to valid claims and defenses, to pay, satisfy, perform and or discharge in full, as and when due, and release and discharge Seller and its successors and assigns completely and forever from, accordance with the terms thereof all obligations and liabilities of any kind arising out of, or required to be performed under, such assigned Purchased Contracts from and after the Closing; and (c) unconditionally and irrevocably assumes, undertakes and agrees to paytimely pay when due, satisfy, perform and or discharge in full, as and when due, and release and discharge Seller and its successors and assigns completely and forever from, accordance with the terms thereof all of the Assumed Liabilities and all obligations and liabilities of any kind arising out of BuyerPurchaser’s assumption of the Assumed Liabilities.