Common use of Guarantees; Commitments Clause in Contracts

Guarantees; Commitments. Purchasers shall use their commercially reasonable efforts to substitute itself or have one of its Affiliates to be substituted for Seller and any of its Affiliates, and for Seller and any of its Affiliates to be released, effective as of the Closing, in respect of all obligations of Seller and any of its Affiliates under each of the agreements set forth on Section 6.11 of the Seller Disclosure Letter (the “London Lease Agreements”). If, as of the Closing, Purchasers or one of their Affiliates shall not have substituted itself for Seller and any of its Affiliates under, and caused Seller and its Affiliates to be released from, any London Lease Agreement, (i) Purchasers shall continue to use commercially reasonable efforts to cause itself or one of its Affiliates to be substituted for Seller and any of its Affiliates, and for Sellers and any of its Affiliates to be released, in respect of all obligations of Seller and any of its Affiliates under each London Lease Agreement and (ii) Purchasers shall indemnify and hold harmless Seller and its Affiliates against any Damages that Seller or any of its Affiliates suffer, incur or are liable for by reason of or arising out of or in consequence of the London Lease Agreements.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Intercontinental Exchange, Inc.), Stock Purchase Agreement (Intercontinental Exchange, Inc.)