Assumption of Assumed Contracts. Effective upon the Closing, the Assumed Contracts shall be assigned by Seller to Buyer on the following terms and conditions:
Assumption of Assumed Contracts. Seller shall assign to, and Purchaser shall accept assignment of and assume from and after the Closing Date, all of the rights, obligations and liabilities of Seller attributable to the period after the Closing Date, under the Franchise Agreements, Real Property Leases, Easements and the Other Contracts (as hereinafter defined) (collectively, the "Assumed Contracts").
Assumption of Assumed Contracts. Seller shall have received from Purchaser an Assumption Agreement substantially in the form annexed as Exhibit C hereto.
Assumption of Assumed Contracts. An assumption of Assumed Contracts.
Assumption of Assumed Contracts. The Sale Order will provide for the assumption by the Sellers and the sale and assignment to Buyer, effective upon the Closing, of the Assumed Contracts such that as of the Closing Date, the Sellers shall assume pursuant to Section 365(a) of the Bankruptcy Code and sell and assign to Buyer pursuant to Sections 363(b), (f) and (m) and Section 365(f) of the Bankruptcy Code each of the Assumed Contracts. The Assumed Contracts will be set forth on Exhibit A and identified by the date of the Assumed Contracts (if available), the other party or parties to such Assumed Contract and the address of such party or parties. The Cure Costs have been determined in good faith by the Company based on the Company's Books and Records and are as set forth on Schedule 2.18 of the Company's Disclosure Schedule. The Sellers shall be responsible for providing notice to the non-debtor parties to all Assumed Contracts at least 30 calendar days prior to the Sale Hearing Date and shall make any filings and appearances with the Bankruptcy Court as required by the Bankruptcy Code or this Agreement. The Cure Costs shall be paid by Buyer.
Assumption of Assumed Contracts. Peanut City shall have received RII Sub's signed Assignment and Assumption Agreement related to the Assumed Contracts.
Assumption of Assumed Contracts. On the Closing Date, and on the terms and subject to the conditions in this Agreement and the Assignment and Assumption Agreement, Buyer and/or its nominees shall assume and agree to perform all of the duties, obligations, terms, provisions and covenants, and to pay and discharge all of the liabilities of Seller to be observed, performed, paid or discharged from and after the Closing, in connection with the Contracts set forth on Schedule 2.1(c) (the "ASSUMED CONTRACTS"). Notwithstanding the immediately preceding sentence or any other provision of this Agreement, this Section 2.1(c) shall not constitute an assignment to Buyer of any Contract set forth on Schedule 2.1(c), and the defined term "ASSUMED CONTRACTS" shall not include any Contract set forth on Schedule 2.1(c) for purposes of this Agreement, if an assignment of a Contract set forth on Schedule 2.1(c) requires the Consent of the other party thereto and such Consent has not been obtained as of the Closing Date or an attempted assignment of the same without the Consent of the other party thereto would constitute a breach thereof or in any way impair the rights of Seller thereunder; provided, that if any such Consent is obtained after the date hereof with respect to any such Contract, this instrument shall constitute an assignment of the same to Buyer as of the date of such consent without further action by Seller or Buyer.
Assumption of Assumed Contracts. 22 3.2 Xxxx of Sale, Assignment and Assumption Agreement................................................................................. 24
Assumption of Assumed Contracts. (a) On the terms and subject to the conditions set forth herein, from and after the Closing Date, Purchaser will assume and agrees to pay, perform and discharge the obligations and liabilities arising out of or attributable to the use of the Assets or the operation of the Business including the Assumed Contracts as the same may accrue following the Closing Date, excluding liabilities for any pre-Closing defaults thereunder occasioned by the actions or inactions of the Seller prior to the Closing Date.
Assumption of Assumed Contracts. Thera hereby accepts and assumes all liabilities and obligations of EMD Serono under the Assumed Contracts, except to the extent such liabilities and obligations relate to performance or non-performance under such contracts prior to the date hereof, all on the terms and subject to the conditions set forth in the Termination Agreement.
