Assumption of Certain Contracts Sample Clauses

Assumption of Certain Contracts. In addition to the foregoing, upon the terms and subject to the conditions of this Agreement, at the Closing, Purchaser and the Company shall execute and deliver an Assignment and Assumption Agreement (as provided for in Section 1.4), under the terms of which the Company shall assign its rights, and Purchaser shall assume the Company's obligations, with respect to the License and Distribution Agreements and the Lease Agreements and the Endorsement Agreement (collectively, the "Assigned Contracts").
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Assumption of Certain Contracts. The Purchaser agrees to assume all rights of the Seller as of the Effective Time under the contracts listed on Exhibit 3.1 hereto (the "Contracts") and agrees to assume all liabilities under the Contracts relating to the period after the Effective Time subject to and/or in accordance with this Article 3 and Section 5.3 and Section 7.7.
Sample 1
Assumption of Certain Contracts. 23 6.15 Agreements with Evangel Foursquare Church . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 SECTION 7. CONDITIONS TO OBLIGATIONS OF BUYER AND SELLER AT CLOSING . . . . . . . . . . . . . . . . . . . . . . . . 24 7.1 Conditions to Obligations of Buyer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 7.2 Conditions to Obligations of Seller . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
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Assumption of Certain Contracts. Buyer will assume at Closing the Contracts for the broadcast of local religious programming listed on Schedule 3.7 that, as of the Closing Date, have been paid until such time as the programming contracts expire or until twenty-six (26) weeks from the Closing Date, whichever shall occur first.
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Assumption of Certain Contracts. One or more Assumption Orders (or one or more other Orders in form and substance satisfactory to Buyer) shall provide for the assumption by the Sellers and assignment to the Buyer or its designee(s), effective upon the Closing, of Assumed Contracts on the following terms and conditions:
Sample 1
Assumption of Certain Contracts. (a) The Assumed Agreements will be sold and assigned to Buyer (or Buyer's designee) on the Closing Date. Seller shall use commercially reasonable efforts to promptly comply with and perform any obligations under the Assumed Agreements arising from and after the date hereof and through the Closing Date.
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Assumption of Certain Contracts. (a) Buyer shall not assume at Closing the Network Affiliation Agreement, dated as of July 12, 1994, by and between Seller and Warner Brothers (the "WB Affiliation Agreement"), provided, however, that Buyer shall be required to broadcast after Closing Warner Brothers' programming in accordance with the terms of the WB Affiliation Agreement as of the date of execution of this Agreement until the earlier to occur of (i) the date on which CTTC commences operation of Channel 20 in the Salt Lake City, Utah market or (ii) the date which is nine months after the Closing Date (the "WB Termination Date"). During the period from the Closing Date to the WB Termination Date, Buyer shall have no obligation or liability under or relating to the WB Affiliation Agreement other than the broadcasting of Warner Brothers' programming as set forth in the preceding sentence. Following the WB Termination Date, Buyer shall have no obligation or liability whatsoever under or relating to the WB Affiliation Agreement. Prior to Closing, Seller shall deliver to Buyer a written acknowledgment and acceptance from Warner Brothers to this programming arrangement.
Sample 1
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Assumption of Certain Contracts. Effective as of the Effective Time, the Company hereby assigns, transfers and conveys to Parent, and Parent hereby acquires and assumes, all of the Company’s rights and liabilities, and agrees to discharge all of the Company’s obligations, under the contracts set forth on Schedule 1.3(b) hereof.
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Assumption of Certain Contracts. Buyer expressly agrees to accept and assume the Assumed Contracts on the Closing Date and shall subsequently pay, honor and discharge when due and payable all liabilities arising out of the Assumed Contracts arising on or after the Closing Date.
Sample 1

Related to Assumption of Certain Contracts

  • Assumption of Certain Liabilities (a) Upon the terms and subject to the conditions of this Agreement, Purchaser shall assume, effective as of the Closing, and from and after the Closing Purchaser shall pay, perform, and discharge when due, all the liabilities, obligations, and commitments of Seller arising from or related to the Acquired Assets to the extent such liabilities, obligations, and commitments relate to the period from and after the Closing (the “Assumed Liabilities”).

  • Termination of Certain Agreements On and as of the Closing, the Company shall take all actions necessary to cause the Contracts listed on Schedule 6.04 to be terminated without any further force and effect and without any cost or other liability or obligation to the Company or any of its Subsidiaries, and there shall be no further obligations of any of the relevant parties thereunder following the Closing.

  • Modification of Certain Agreements The Borrower will not, and will not permit any of its Subsidiaries to, consent to any amendment, supplement, waiver or other modification of, or enter into any forbearance from exercising any rights with respect to the terms or provisions contained in,

  • Termination of Certain Rights The Company's obligations under ----------------------------- Section 3.1 will terminate upon the earliest of (i) the closing of the Company's initial public offering of Common Stock pursuant to a registration statement filed with and declared effective by the SEC under the Securities Act, or (ii) the acquisition (by merger, consolidation or otherwise) of the Company where the surviving entity is subject to the reporting requirements of the Exchange Act.

  • Absence of Certain Agreements Neither Parent nor any of its Affiliates has entered into any contract, arrangement or understanding (in each case, whether oral or written), or authorized, committed or agreed to enter into any contract, arrangement or understanding (in each case, whether oral or written), pursuant to which: (a) any stockholder of the Company would be entitled to receive consideration of a different amount or nature than the Merger Consideration or pursuant to which any stockholder of the Company (i) agrees to vote to adopt this Agreement or the Merger or (ii) agrees to vote against any Superior Proposal or (b) any Third Party has agreed to provide, directly or indirectly, equity capital to Parent or the Company to finance in whole or in part the Merger.

  • Notice of Certain Costs Notwithstanding anything in this Agreement to the contrary, to the extent any notice required by Section 2.10, 2.11, 3.5 or 5.4 is given by any Lender more than 180 days after such Lender has knowledge (or should have had knowledge) of the occurrence of the event giving rise to the additional cost, reduction in amounts, loss, tax or other additional amounts described in such Sections, such Lender shall not be entitled to compensation under Section 2.10, 2.11, 3.5 or 5.4, as the case may be, for any such amounts incurred or accruing prior to the 181st day prior to the giving of such notice to the Borrower.

  • Amendment of Certain Documents Such Borrower will not amend or otherwise modify its Certificate of Formation or Articles of Association as the case may be, or operating agreement in any way which would have a Material Adverse Effect on such Borrower.

  • ASSUMPTION OF CERTAIN DUTIES AND OBLIGATIONS The Assuming Institution agrees with the Receiver and the Corporation as follows:

  • Survival of Certain Contract Terms Any provision of this Contract that imposes an obligation on a Party after termination or expiration of this Contract shall survive the termination or expiration of this Contract and shall be enforceable by the other Party.

  • Construction of Certain Provisions If any provision of this Agreement or any of the Loan Documents refers to any action to be taken by any Person, or which such Person is prohibited from taking, such provision shall be applicable whether such action is taken directly or indirectly by such Person, whether or not expressly specified in such provision.

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