Common use of Assigned Contracts Clause in Contracts

Assigned Contracts. As of the Closing Date, Seller shall assign, and Buyer shall assume Seller’s contractual obligations, which Buyer has agreed to assume, listed on Schedule 3(d) hereto on the Closing Date (collectively, “Assigned Contracts”). The term “Assigned Contracts” excludes obligations and liabilities arising or accruing by the Closing Date or by reason of any breach or alleged breach by Seller, regardless of when such obligation or liability is asserted. Seller shall arrange for assignment of the Assigned Contracts at Seller’s cost. Buyer is not assuming any liabilities or obligations of Seller other than the Assigned Contracts or agree to pay, discharge or perform any liabilities or obligations arising out of any breach by Seller (other than with respect to a breach by Buyer) of any Assigned Contract.

Appears in 6 contracts

Samples: Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.)

AutoNDA by SimpleDocs

Assigned Contracts. As of the Closing Date, Seller shall assign, assign and Buyer shall assume Seller’s contractual obligations, which Buyer has agreed to assume, obligations listed on Schedule 3(d) which are approved by Buyer during the Inspection Period hereto on the Closing Date (collectively, “Assigned Contracts”). The term “Assigned Contracts” excludes any contract not approved by Buyer or any obligations and liabilities arising or accruing by the Closing Date or by reason of any breach or alleged breach by Seller, regardless of when such obligation or liability is asserted. Seller shall arrange for assignment of the Assigned Contracts at Seller’s cost. Buyer is not assuming any liabilities or obligations of Seller other than the Assigned Contracts or agree to pay, discharge or perform any liabilities or obligations arising out of any breach by Seller (other than with respect to a breach by Buyer) of any Assigned Contract.

Appears in 1 contract

Samples: Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.