Common use of Consents Not Obtained at Closing Clause in Contracts

Consents Not Obtained at Closing. The Seller agrees to attempt diligently to obtain any necessary consents which may be required to effect the assignment to the Purchaser of the contract obligations transferred to the Purchaser under this Agreement and the Purchaser will diligently cooperate with the Seller in obtaining the same, and will take such steps as reasonably requested by the Seller with respect thereto. In such cases where such consents have not been obtained by the Closing Date and the Purchaser determines to waive the closing condition set forth in Section 10.05 with respect thereto, this Agreement, to the extent permitted by Law, shall constitute an equitable assignment by the Seller to the Purchaser of all of the Sellers rights, benefits, title and interest in and to the assigned contracts and commitments, and the Purchaser shall be deemed to be the Seller's agent for the purpose of completing, fulfilling and discharging all of the Seller's rights and liabilities arising after the Closing Date under such assigned contracts and commitments, and the Seller shall take all necessary steps and actions to provide the Purchaser with the benefits of such contracts and commitments.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Caraustar Industries Inc), Asset Purchase Agreement (Caraustar Industries Inc)

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Consents Not Obtained at Closing. The Other than those consents the receipt of which is a condition precedent to the Closing and which consents will be obtained by Seller prior to Closing, Seller agrees to attempt diligently to obtain any necessary consents which may be required to effect the assignment to the Purchaser of the contract obligations transferred to the Purchaser under this Agreement and the Purchaser will diligently cooperate with the Seller in obtaining the same, and will take such steps as reasonably requested by the Seller with respect thereto. In Except as provided in Section 5.04(b) and Section 5.08, in such cases where such consents have not been obtained by the Closing Date and the Purchaser determines to waive the closing condition set forth in Section 10.05 with respect theretoDate, this Agreement, to the extent permitted by Law, shall constitute an equitable assignment by the Seller to the Purchaser of all of the Sellers Seller’s rights, benefits, title and interest in and to the assigned contracts and commitmentssuch Assumed Contracts, and the Purchaser shall be deemed to be the Seller's ’s agent for the purpose of completing, fulfilling and discharging all of the Seller's ’s rights and liabilities arising after the Closing Date under such assigned contracts and commitmentsAssumed Contracts, and the Seller shall take all reasonably necessary steps and actions to provide the Purchaser with the benefits of such contracts and commitmentsAssumed Contracts.

Appears in 1 contract

Samples: Asset Purchase Agreement (Smurfit Stone Container Corp)

Consents Not Obtained at Closing. The Seller agrees to attempt diligently to obtain any necessary consents which may be required to effect the assignment to the Purchaser of the contract obligations transferred to the Purchaser under this Agreement the Agreement, and the Purchaser will diligently cooperate with the Seller in obtaining the same, and will take such steps as reasonably requested by the Seller with respect thereto. In such cases where such consents have not been obtained by the Closing Date and the Purchaser determines to waive the closing condition set forth in Section 10.05 with respect theretoEffective Time, this Agreement, to the extent permitted by Lawlaw, shall constitute an equitable assignment by the Seller to the Purchaser of all of the Sellers Seller's rights, benefits, title and interest in and to the assigned contracts and commitments, and the Purchaser shall be deemed to be the Seller's agent for the purpose of completing, fulfilling and discharging all of the Seller's rights and liabilities arising on and after the Closing Date under such assigned contracts and commitments, and the Seller shall take all necessary steps and actions to provide the Purchaser with the benefits of such contracts and commitments. Nothing contained in this Section 15.02 shall limit or amend the condition precedent set forth in Section 9.05(a) hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Majestic Star Casino LLC)

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Consents Not Obtained at Closing. The Each of the Seller agrees and the Purchaser agree to attempt diligently to obtain any necessary consents which may be required to effect the assignment to the Purchaser of the contract obligations transferred to the Purchaser under this Agreement and the Purchaser each party will diligently cooperate with the Seller other in obtaining the same, and will take such steps as reasonably requested by the Seller such party with respect thereto. In such cases where such consents have not been obtained by the Closing Date and the Purchaser determines to waive the closing condition set forth in Section 10.05 with respect theretoDate, this Agreement, to the extent permitted by Lawlaw and if elected by Buyer, shall constitute an equitable assignment by the Seller to the Purchaser of all of the Sellers Seller’s rights, benefits, title and interest in and to the assigned contracts and commitments, and the Purchaser shall be deemed to be the Seller's ’s agent for the purpose of completing, fulfilling and discharging all of the Seller's ’s rights and liabilities arising after the Closing Date under such assigned contracts and commitments, and the Seller shall take all necessary steps and actions to provide the Purchaser with the benefits of such contracts and commitments.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dayton Power & Light Co)

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