Company Guarantees. A list of Company Guarantees as of the date hereof is set forth in Schedule 6.5 hereto, and the Seller Parties shall update such schedule as of the Closing Date, provided, however, that any such updates must be approved in writing by Buyer in accordance with the provisions of Section 6.1(xii). Buyer shall obtain from the respective beneficiary, in form and substance reasonably satisfactory to the Seller Parties, on or before the Closing, valid and binding termination of Company Guarantees or releases of Parent and its Affiliates (other than the Companies), as applicable, from any liability or obligation, whether arising before, on or after the Closing Date, under any Company Guarantees in effect as of the Closing, including by providing substitute guarantees with terms that are as favorable to the counterparty as the terms of the applicable Company Guarantees and by furnishing letters of credit, instituting escrow arrangements, posting surety or performance bonds or making other arrangements as the counterparty may reasonably request. Buyer shall indemnify and hold harmless Parent and its Affiliates from and after the Closing for any Losses arising out of or relating to any Company Guarantees.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Antero Resources LLC), Purchase and Sale Agreement (Antero Resources Finance Corp)
Company Guarantees. A list of Company Guarantees as of the date hereof is set forth in Schedule 6.5 hereto, and the Seller Parties shall update such schedule as of the Closing Date, provided, however, that any such updates must be approved in writing by Buyer in accordance with the provisions of Section 6.1(xii). Buyer shall obtain from the respective beneficiary, in form and substance reasonably satisfactory to the Seller PartiesSeller, on or before the Closing, valid and binding termination of Company Guarantees or releases of Parent Seller and its Affiliates (other than the Companies), as applicable, from any liability or obligation, whether arising before, on or after the Closing Date, under any Company Guarantees in effect as of the Closing, including by providing substitute guarantees with terms that are as favorable to the counterparty as the terms of the applicable Company Guarantees and by furnishing letters of credit, instituting escrow arrangements, posting surety or performance bonds or making other arrangements as the counterparty may reasonably request. Buyer shall indemnify and hold harmless Parent Seller and its Affiliates from and after the Closing for any Losses arising out of or relating to any Company Guarantees.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Antero Resources LLC), Stock Purchase Agreement (Antero Resources Finance Corp)