Common use of Assumed Liabilities Controlled by Purchaser Clause in Contracts

Assumed Liabilities Controlled by Purchaser. From and after the Closing, Purchaser shall have complete control over the payment, settlement or other disposition of, or any dispute involving, any Assumed Liability, and Purchaser shall have the right to conduct and control all negotiations and proceedings with respect thereto. Seller shall notify Purchaser promptly of any claim made with respect to any Assumed Liability and shall not, except with the prior written consent of Purchaser, voluntarily make any payment of, or settle or offer to settle, or consent to any compromise with respect to, any such Assumed Liability. Seller shall cooperate with Purchaser in connection with any negotiations or proceedings involving any Assumed Liability.

Appears in 8 contracts

Samples: Asset Purchase Agreement (Balanced Care Corp), Asset Purchase Agreement (Balanced Care Corp), Asset Purchase Agreement (Balanced Care Corp)

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Assumed Liabilities Controlled by Purchaser. From and after the Closing, Purchaser shall have complete control over the payment, settlement or other disposition of, or any dispute involving, involving any Assumed Liability, and Purchaser shall have the right to conduct and control all negotiations and proceedings with respect thereto. Seller shall notify Purchaser promptly of any claim made with respect to any Assumed Liability and shall not, except with the prior written consent of Purchaser, voluntarily make any payment of, or settle or offer to settle, or consent to any compromise with respect to, any such Assumed Liability. Seller shall cooperate with Purchaser in connection with any negotiations or proceedings involving any Assumed Liability.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Balanced Care Corp), Asset Purchase Agreement (Balanced Care Corp)

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