Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance of the foregoing shall discharge on a timely basis all such liabilities or obligations to employees, trade creditors, suppliers and customers.
Discharge of Business Obligations. Except with respect to the Assumed Liabilities, from and after the Closing, each of the Owner and the Seller shall pay and discharge, in accordance with past practice, all obligations and liabilities incurred prior to the Closing in respect of the Business, its operations or the assets and properties used therein, including any liabilities or obligations to Employees, any Governmental Authority and clients and customers of the Business.
Discharge of Business Obligations. From and after the Closing Date, the Seller shall pay and discharge when due all obligations and liabilities of the Seller incurred prior to the Closing Date (except for the Assumed Obligations), and in furtherance of the foregoing shall discharge on a timely basis all such liabilities or obligations to employees, trade creditors, suppliers and customers.
Discharge of Business Obligations. Following the Closing Date, Seller shall pay and discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred by Seller or Holdings prior to the Closing Date relating to the Business and the Assets, its operations or the assets and properties used therein (except for the Assumed Liabilities and except to the extent prorated pursuant to Section 1.5), including without limitation any liabilities or obligations to employees, trade creditors and customers of the Business. Seller and Purchaser shall each use their best efforts following the Closing to ensure a smooth transition of the Business to Holdings as controlled by Purchaser. Following the Closing Date, Purchaser shall pay and discharge, or cause Holdings to pay and discharge, not less than on a timely basis, all obligations and liabilities incurred on or after the Closing Date with respect to the Business or the Assets, and operations or the assets and properties used therein, including without limitation any such liabilities or obligations to trade creditors and customers. Notwithstanding the foregoing, with respect to accrued vacation and other similar employee expenses relating to Affected Employees, all such amounts up to but not to exceed $650,000, will be assumed by Purchaser at the Closing. Any such amounts ultimately not paid by Purchaser or Holdings within one year following Closing, up to $250,000, shall be accounted for and refunded to Seller.
Discharge of Business Obligations. Following the Closing Date, the Sellers shall pay and discharge, in accordance with past practice but not more than 30 days within receipt of an invoice, all obligations and liabilities incurred prior to the Closing Date relating to the Business and the Assets (except for those expressly assumed by Purchaser hereunder and except to the extent prorated pursuant to Section 1.5), including without limitation any liabilities or obligations to employees, trade creditors and clients of the Business. The Sellers, Seller Shareholders, Purchaser and DPS shall each use commercially reasonable efforts following the Closing to ensure a smooth transition of the Business to Purchaser.
Discharge of Business Obligations. From and after the Closing Date, PSA and PSA SUB shall pay and discharge, in the Ordinary Course of Business, all obligations and liabilities incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for those expressly assumed by Purchaser hereunder), including without limitation any liabilities or obligations to employees, trade creditors and clients of the Business.
Discharge of Business Obligations. From and after the Effective Time, Seller shall pay and discharge, in accordance with past practice but not less than on a timely basis, all liabilities incurred prior to the Effective Time in respect of the Hospital or the Acquired Assets, except for the Assumed Liabilities and liabilities being contested by Seller.
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Xxxxxxxx shall pay and discharge, in accordance with their agreed-to terms, all obligations and liabilities incurred prior to the Closing Date in respect of the Assets, the Products or the Business (except for those expressly assumed by Purchasers hereunder), including without limitations any liabilities or obligations to employees, trade creditors and clients of the Business.
Discharge of Business Obligations. Except with respect to the Assumed Liabilities, from and after the Closing, Seller shall, to the extent practical in light of the value of the Seller’s remaining assets, use commercially reasonable efforts to pay and discharge (in the order of their respective priorities) all obligations and liabilities incurred prior to the Closing in respect of the Business, its operations or the assets and properties used therein, including any liabilities or obligations to Seller’s Employees, any Governmental Authority and clients and customers of the Business. Nothing in this Agreement shall be deemed to create any liability on the part of Buyer with respect to any unpaid or non-discharged obligation or Liability of the Seller.
Discharge of Business Obligations. After the Closing, the Seller shall pay and discharge on a timely basis all liabilities, debts and obligations of the Seller not assumed by the Buyer pursuant to this Agreement.
