Assumed Executory Contracts Sample Clauses
The "Assumed Executory Contracts" clause defines which ongoing contracts a party agrees to take over and continue performing under, typically in the context of a bankruptcy or asset purchase. This clause specifies the particular contracts that will be assumed, often listing them in a schedule or exhibit, and outlines the obligations the assuming party will fulfill, such as continuing payments or services. Its core function is to clarify which contractual relationships are maintained and transferred, thereby ensuring continuity of essential agreements and reducing uncertainty for all parties involved.
Assumed Executory Contracts. From and after the Closing Date, Buyer shall assume all of Seller’s obligations under the Assumed Executory Contracts including, if set forth on Schedule 1.1 (Assumed Executory Contracts), the obligations to provide maintenance services pursuant to the existing service contracts listed thereon (“Maintentance Obligations”).
Assumed Executory Contracts. Seller shall assume and assign to Buyer each Executory Contract set forth on Schedule 2.2 as amended pursuant to this Section 2.2(a) (each Executory Contract designated as being assumed on Schedule 2.2 as of the Alternative Bid Deadline, an “Assumed Executory Contract”, and each Executory Contract designated as being assumed on Schedule 2.2 as of the date hereof, an “Initial Assumed Executory Contract”). Buyer may, at its sole option, until the Alternative Bid Deadline, amend Schedule 2.2 by 51267463.5 designating additional Executory Contracts to be assumed and assigned, or by removing Initial Assumed Executory Contracts from the list of Executory Contracts to be assumed.
Assumed Executory Contracts. Purchaser shall assume and agree to perform all the following, to the extent that it can do so with the Images delivered under the Assumed Contracts:
(i) all Seller’s outstanding, unfilled customer orders entered into in the ordinary course of business consistent with past practice as of the Closing Date, excluding any unfilled customer orders relating to the PurestockX subscription service and provided that Seller and Parent shall deliver to Purchaser all deposits and payments received with respect to the unperformed portion of such customer orders;
(ii) all Liabilities to be incurred or arising on or after Closing under the Assumed Contracts. For greater certainty, Purchaser shall have no Liability for preclosing Liabilities and obligations under the Assumed Contracts other than customer orders referred to in (i) above.
Assumed Executory Contracts. All employment agreements and subcontract agreements for active billable resources as of 4/30/2010
Assumed Executory Contracts. Subject to the terms and conditions set forth in this Agreement, the Purchaser shall assume and agree to perform all the following: (i) all Seller’s outstanding, unfilled customer orders entered into in the ordinary course of business consistent with past practice as of the Closing Date, provided that Seller shall deliver to Buyer all deposits and payments received with respect to the unperformed portion of such customer orders; (ii) the Consultant Agreement, dated August 12, 2005, between Seller and Haydn’s Consulting, Inc. and the Consultant Agreement, dated April 1, 2005, between Seller and P.C. ▇▇▇▇▇▇, Inc.; and (iii) all contracts listed on Schedule 2.4 (collectively, together with the 185th Lease and the South 23rd Leases, the “Assumed Contracts”), provided that Purchaser shall have no liability for preclosing liabilities and obligations under the Assumed Contracts except for customer orders.