Common use of Assumption and Retention of Liabilities Generally Clause in Contracts

Assumption and Retention of Liabilities Generally. (a) Except as pursuant to this Agreement, in connection with the Internal Reorganization and the Contribution, or, if applicable, from and after the Effective Time, Xxxxxxx shall, or shall cause one or more members of the Xxxxxxx Group to, accept, assume (or, as applicable, retain) and perform, discharge and fulfill (i) all Liabilities under all Xxxxxxx Benefit Arrangements, whenever incurred; (ii) all Liabilities with respect to the employment, service, termination of employment or termination of service of all Xxxxxxx Employees and their respective dependents and beneficiaries (and any alternate payees in respect thereof), whenever incurred; and (iii) all other Liabilities or obligations expressly assigned to or assumed by a member of the Xxxxxxx Group under this Agreement.

Assumption and Retention of Liabilities Generally. (a) Except as pursuant to provided in this Agreement, in connection with the Internal Reorganization and the Contribution, or, if applicable, from and after the Effective TimeDistribution Date, Xxxxxxx shall, or shall cause one or more members of the Xxxxxxx Group to, accept, assume (or, as applicable, retain) and perform, discharge and fulfill (i) all Liabilities under all Xxxxxxx Benefit Arrangements, whenever incurred; (ii) all Liabilities with respect to the employment, service, termination of employment or termination of service of all Xxxxxxx Employees and their respective dependents and beneficiaries (and any alternate payees in respect thereof), whenever incurred; and (iii) all other Liabilities or obligations expressly assigned to or assumed by a member of the Xxxxxxx Group under this Agreement.