Discharge of Business Obligations. From and after 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 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 and clients of the Business.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Maxim Group Inc /), Asset Purchase Agreement (Mohawk Industries Inc)
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller the Sellers shall pay and discharge, discharge in accordance with past practice but not less than on a timely basispractice, all obligations and liabilities incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein Assets (except for those expressly assumed by Purchaser the Buyer hereunder), including without limitation any liabilities or obligations which constitute Retained Liabilities to employees employees, trade creditors and clients of the Business.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Federal Signal Corp /De/)
Discharge of Business Obligations. From and after 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 prior to the Closing Date in respect of the Business, its operations operations, or the assets and properties used therein (except for those expressly assumed by Purchaser hereunderthe Assumed Liabilities), including without limitation any liabilities or obligations to employees and clients of the Business.
Appears in 2 contracts
Samples: Asset Purchase Agreement (UpSnap, Inc.), Asset Purchase Agreement (MTM Technologies, Inc.)
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- the Seller shall pay and discharge, in accordance with past practice but not less than on a timely basis, 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 the Buyer hereunder), including without limitation any liabilities or obligations to employees and clients of the Business.
Appears in 2 contracts
Samples: Asset Purchase Agreement (P Com Inc), Asset Purchase Agreement (Paradyne Networks Inc)
Discharge of Business Obligations. From and after 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 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 Buyer hereunder), including without limitation any liabilities or obligations to employees employees, trade creditors and clients of the Business.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (National Technical Systems Inc /Ca/), Asset Purchase Agreement (Numerex Corp /Pa/)
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller Sellers shall pay pay, discharge and dischargeperform, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred or arising 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)therein, including without limitation any liabilities or obligations to employees employees, trade creditors and clients of the Business, the filing of all applicable tax returns, estimates, forms and reports and the payment of all applicable taxes, but excluding all Assumed Liabilities.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Lmi Aerospace Inc)
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller Sellers shall pay and discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred prior to the Closing Date in with respect of the Business, its to their operations or the assets and properties used therein (Assets, except for those expressly assumed by Purchaser hereunder), including without limitation any liabilities or obligations to employees and clients of the BusinessAssumed Liabilities.
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Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller the Sellers shall pay and discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred prior to included within 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 and clients of the BusinessExcluded Liabilities.
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Discharge of Business Obligations. From and after 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 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 employees, trade creditors and clients of the Business.
Appears in 1 contract
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller Sellers shall pay and discharge, in accordance with past practice but not less than on a timely basis, 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 employees, trade creditors and clients of the Business.
Appears in 1 contract
Discharge of Business Obligations. From and after 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 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 employees, trade creditors and clients of the Business.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cpi Corp)
Discharge of Business Obligations. From and after 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 prior to the Closing Date Retained Liabilities in respect of the Business, its operations or the assets and properties used therein (except for those expressly assumed by therein. From and after the Closing Date, Purchaser hereunder)shall pay and discharge, including without limitation any liabilities or obligations to employees and clients of in the Businessordinary course but not less than on a timely basis, the Assumed Liabilities.
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Discharge of Business Obligations. From and after the Initial Closing Date, --------------------------------- Date Seller shall pay and discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred prior to the Initial 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 employees, trade creditors and clients of the Business.
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Discharge of Business Obligations. From and after the Closing DateClosing, --------------------------------- Seller Sellers shall pay and discharge, in accordance with past practice but not less than on a timely basis, 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 hereunderthe Assumed Liabilities), including without limitation any liabilities or obligations to employees employees, any Xxxxxxxxx, xxxxx creditors and clients and customers of the Business.
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Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Date Seller shall will pay and discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred prior to before 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)Excluded Liabilities, including without limitation any liabilities or obligations Liabilities to employees employees, trade creditors and clients of the Business.
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Discharge of Business Obligations. From and after 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 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 hereunderAssumed Liabilities), including without limitation any liabilities or obligations to employees and clients of the Business.
Appears in 1 contract
Discharge of Business Obligations. From and after 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 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 and clients of the Business.
Appears in 1 contract
Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller the Sellers shall pay and discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities incurred prior to the Closing Date in respect of the Business, its operations operations, or the assets and properties used therein (except for those expressly assumed by Purchaser hereunderthe Assumed Liabilities), including without limitation any liabilities or obligations to employees and clients of the Business.
Appears in 1 contract
Discharge of Business Obligations. From and after 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 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 hereunderthe Assumed Liabilities), including including, without limitation limitation, any liabilities or obligations to employees employees, trade creditors and clients of the Business.
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Discharge of Business Obligations. From and after 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 prior to the Closing Date in respect of the Business, its operations Manufacturing Operations or the assets and properties used therein Manufacturing Assets (except for those expressly assumed by Purchaser hereunderthe Assumed Liabilities), including without limitation any liabilities or obligations to employees and clients of the Business.
Appears in 1 contract
Samples: Asset Purchase Agreement (Metawave Communications Corp)