Common use of Novation of Parent Liabilities Clause in Contracts

Novation of Parent Liabilities. (i) Each of Parent and SpinCo, at the request of the other Party, shall use commercially reasonable efforts to obtain, or cause to be obtained, any Consent, substitution, approval or amendment required to novate or assign all Parent Liabilities and obtain in writing the unconditional release of SpinCo and each other SpinCo Group Member that is a party to any such arrangements, so that, in any such case, Parent and the designated Parent Group Member shall be solely responsible for such Parent Liabilities; provided, however, that, except as otherwise expressly provided in this Agreement or the Ancillary Agreements, neither Parent nor SpinCo (nor any of their respective Group Members) shall be obligated to contribute any capital, pay any consideration, grant any concession or incur any additional Liability to any Third Party other than ordinary and customary fees to a Governmental Authority from whom such Consents, substitutions, approvals, amendments, terminations or releases are requested.

Novation of Parent Liabilities. (i) Each of Parent and SpinCo, at the request of the other Partyother, shall use its commercially reasonable efforts to obtain, or to cause to be obtained, as soon as reasonably practicable, any Consentconsent, substitution, approval or amendment required to novate or assign all Parent Liabilities and obtain in writing the unconditional release of SpinCo and each other member of the SpinCo Group Member that is a party to any such arrangements, so that, in any such case, Parent and the designated members of the Parent Group Member shall be solely responsible for such Parent Liabilities; provided, however, thatthat none of Badger, except as otherwise expressly provided in this Agreement or the Ancillary AgreementsParent, neither Parent nor SpinCo (nor any member of their respective Group Members) Groups shall be obligated (and, without the prior written consent of Badger, no member of the Parent Group shall) pay or commit to contribute pay such Person whose Approval or Notification is required any capital, pay any cash or other consideration, grant make any concession commitment or incur any additional Liability to any Third Party other than ordinary and customary fees to a Governmental Authority from whom any such Consentsconsent, substitutionssubstitution, approvalsapproval, amendments, terminations amendment or releases are release is requested.