Continuing Liabilities. No Employee Plan provides, or has any ---------------------- liability to provide, life insurance, medical or other employee benefits to any Employee upon his or her retirement or termination of employment for any reason, except as may be required by statute, and the Company has not represented, promised or contracted (whether in oral or written form) to any Employee (either individually or to Employees as a group) that such Employee(s) would be provided with life insurance, medical or other employee welfare benefits upon their retirement or termination of employment, except to the extent required by statute.
Continuing Liabilities. Except as otherwise provided herein and subject to the terms and conditions of this Agreement, Seller represent, warrant, and covenant that the Company shall have no liabilities at Closing except the following (collectively, the “Continuing Liabilities”):
Continuing Liabilities. All of the Mortgage Loans, including those Mortgage Loans that are subject to a Pass-Through Transfer or a Whole Loan Transfer, shall continue to be subject to this Agreement, and with respect thereto, this Agreement shall remain in full force and effect. In no event shall the Seller be relieved of its obligations set forth in Article III hereof.
Continuing Liabilities. All of the Mortgage Loans, including those Mortgage Loans that are subject to a Pass-Through Transfer, an Agency Transfer or a Whole Loan Transfer, shall continue to be subject to this Agreement, unless otherwise specified in the Reconstitution Agreement. Further, all Mortgage Loans repurchased by the Purchaser pursuant with respect to an Agency Transfer, Pass-Through Transfer or Whole Loan Transfer or otherwise directly or indirectly reacquired by the Purchaser or its designee upon termination of an Agency Transfer or Pass-Through Transfer or otherwise, shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.
Continuing Liabilities. Subject to due notification thereof by the Agent where the Securities are registered in the Agent’s name (or that of its nominee) in accordance with the terms of this Debenture, it is expressly agreed that the Chargor shall remain liable to observe and perform all of the conditions and obligations attaching to any of the Securities including the payment of any sum due in respect of the Securities.
Continuing Liabilities. Notwithstanding anything contained herein to the contrary, to the extent that any damages imposed on Buyer by operation of law or otherwise in connection with, or which otherwise arises out of or in relation to, the transactions contemplated hereby (other than Buyer's assumption of the Assumed Liabilities assumed by it pursuant to Section 1.3), results from or arises out of an event or condition which is continuing or continuous in nature, Buyer shall assume and discharge only that portion of such damage that results from or arises out of that part of the event which occurs or condition which exists after the Closing, without, however, releasing Seller from its obligation to discharge that portion of such damage that results from that part of the event which occurs or condition which exists prior to the Closing; provided, however, that Seller shall discharge all of such continuing or continuous damages, including, without limitation, those Assumed Liabilities assumed by Buyer pursuant to Section 1.3 if and to the extent they result from a breach by Seller of any of its representations, warranties or covenants hereunder.
Continuing Liabilities. 7 1.6 CLOSING.......................................................................... 7 1.7
Continuing Liabilities. FRANCHISEE shall remain liable to CITY for: 1162 1. Fees due in accordance with Article 8 that would otherwise be payable by FRANCHISEE. 1163 2. Liquidated Damages assessed pursuant to Section 11.4. 1164 3. Reports required by Article 7 for Collection activities performed by FRANCHISEE up to and 1165 including the date of termination. 1166 4. Indemnity obligations under Section 10.1. 1167 5. Record keeping and retention obligations under Sections 7.1 and 7.2. 1168 C. Release Customers from Obligations. FRANCHISEE shall allow Construction and Demolition Debris 1169 Customers served by FRANCHISEE to arrange for Construction and Demolition Debris Collection 1170 services with a hauler authorized to perform such services, without penalty or liability for breach 1171 of any contract between FRANCHISEE and its Customers. 1172 D. Remove Containers. FRANCHISEE shall remove all of FRANCHISEE’s Containers from all of 1173 FRANCHISEE’s Collection locations and shall properly Recycle, Process, or Dispose of Construction 1174 and Demolition Debris in such Containers. 1175 ARTICLE 12
Continuing Liabilities. The Companies shall retain the liability and responsibility for the payment, discharge and/or performance of the following liabilities, covenants or obligations of the Companies after the Closing Time (collectively, the "Continuing Liabilities"):
Continuing Liabilities. Contractor shall remain liable to the City for reports required by this Agreement for C&D Debris collection activities performed by Contractor up to and including the date of termination; indemnity obligations under Section 13, and record keeping and retention obligations under Section 10.
