Common use of Contractual Rights and Obligations Clause in Contracts

Contractual Rights and Obligations. At Closing, Buyer shall assume all rights and obligations of Seller under those certain equipment leases and other contracts identified on Exhibit "C" attached hereto, provided, however, that Buyer shall have the right at any time up to Closing to refuse to assume any one or more of Seller's leases or other contracts to be included in Exhibit "C," and Seller shall remain solely responsible for any such obligations rejected by Buyer. Exhibit "C" shall be prepared and attached hereto within 10 days after the date of this Agreement with full copies of all such leases and other contracts delivered to Buyer at the time Exhibit "C" is provided. Seller warrants that all of Seller's obligations under the contracts listed on Exhibit "C" shall be current at the time of Closing. Seller agrees to indemnify Buyer against all obligations under the contracts identified on Exhibit "C" which relate to periods prior to Closing. Buyer agrees to indemnify Seller against all obligations under the contracts assumed by Buyer which relate to periods after Closing.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Lithia Motors Inc)

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Contractual Rights and Obligations. At Closing, Buyer shall assume all rights and obligations of Seller under those certain equipment leases and other contracts identified on Exhibit "'C" attached hereto, provided, however, that which Exhibit "C" shall be prepared and attached hereto within 10 days after the date of this Agreement. Buyer shall have the right at any time up to Closing to refuse to assume permit any one or more of Seller's leases or other contracts to be included in Exhibit "C," (and assumed by Buyer under this Agreement), and Seller shall remain solely responsible for any such obligations rejected refused by Buyer. Notwithstanding the preceding sentence, Seller shall have the right to include on Exhibit "C" shall be prepared and attached hereto within 10 days after the date all of this Agreement with full copies of all such Seller's factory communications computer leases and other contracts delivered to Buyer at the time all of those additional leases identified on Exhibit "C" is provided-l". Seller warrants that all of Seller's obligations under the contracts listed on Exhibit "C" shall be current at the time of Closing. Seller agrees to indemnify indemnity Buyer against all obligations under the contracts identified on Exhibit "C" which relate to periods prior to Closing. Buyer agrees to indemnify indemnity Seller against all obligations under the contracts assumed by Buyer identified on Exhibit "C" which relate to periods after Closing.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Lithia Motors Inc)

Contractual Rights and Obligations. At Closing, Buyer shall assume all rights and obligations of Seller under those certain equipment leases and other contracts identified on Exhibit "CB" t be attached hereto. Seller shall prepare and submit to Buyer, providedwithin 10 days after the date of this Agreement, however, that a proposed Exhibit "B". Buyer shall have the right at any time up to Closing to refuse to assume permit any one or more of Seller's leases or other contracts to be included in on Exhibit "C,B" (and assumed by Buyer under this Agreement), and Seller shall remain solely responsible for any such obligations rejected refused by Buyer. Exhibit "C" shall be prepared and attached hereto within 10 days after the date of this Agreement with full copies of all such leases and other contracts delivered to Buyer at the time Exhibit "C" is provided. Seller warrants that all of Seller's obligations under each of the contracts listed on Exhibit "CB" shall be current at the time of Closingclosing. Seller agrees to indemnify and hold harmless Buyer from and against any and all claims, liabilities and obligations under with respect to the contracts identified on Exhibit exhibit "CB" which relate to periods prior to Closing. Buyer agrees to indemnify and hold harmless Seller from and against any and all claims, liabilities and obligations under with respect to the contracts assumed by Buyer identified on Exhibit "B" which relate to periods after subsequent to Closing.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Lithia Motors Inc)

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Contractual Rights and Obligations. At Closing, Buyer shall assume all rights and obligations of Seller under those certain equipment leases and other contracts identified on Exhibit "C" attached hereto, provided, however, that which Exhibit "C" shall be prepared and attached hereto within 10 days after the date of this Agreement. Buyer shall have the right at any time up to Closing to refuse to assume permit any one or more of Seller's leases or other contracts to be included in Exhibit "C," (and assumed by Buyer under this Agreement), and Seller shall remain solely responsible for any such obligations rejected refused by Buyer. Exhibit "C" shall be prepared and attached hereto within 10 days after the date of this Agreement with full copies of all such leases and other contracts delivered to Buyer at the time Exhibit "C" is provided. Seller warrants that all of Seller's obligations under the contracts listed on Exhibit "C" shall be current at the time of Closing. Seller agrees to indemnify Buyer against all obligations under the contracts identified on Exhibit "C" which relate to periods prior to Closing. Buyer agrees to indemnify Seller against all obligations under the contracts assumed by Buyer identified on Exhibit "C" which relate to periods after Closing.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Lithia Motors Inc)

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