Common use of Separation Tasks Clause in Contracts

Separation Tasks. Seller will work in good faith to complete electrical and physical separation of the Projects and their associated facilities and equipment from their respective, adjacent paper manufacturing facilities and equipment and utility assets, in the manner more fully described in Exhibit 5.14 (“Separation”), as soon as practicable after the Closing and subject to section 5.14.1.2, below. Buyer will cooperate with and assist Seller in good faith in the design and implementation of the Separation. The Separation will consist of tasks to be completed by Seller and by WWLC, as described below and as shown in Exhibit 5.14.which will include the estimated total cost to complete Separation at each Project. Seller will update Exhibit 5.14 at Closing to reflect any Separation tasks that have been completed as of the Closing and any resulting adjustment to the total cost to complete Separation at each Project shall be made in good faith. Seller will pay all costs directly attributable to accomplishing the Separation, including Separation tasks to be completed by Seller and by WWLC, but, except as provided in section 5.14.1.2, will not be responsible for Buyer’s attorneys’ fees, consultant fees, staff salaries and other indirect costs.