Common use of Discharge of Business Obligations Clause in Contracts

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.

Appears in 3 contracts

Samples: Asset Purchase Agreement (SFBC International Inc), Asset Purchase Agreement (SFBC International Inc), Asset Purchase Agreement (SFBC International Inc)

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Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of its business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employeesemployees (except accrued personal time), trade creditors, suppliers and customersclients of Seller's business.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Sibling Group Holdings, Inc.), Asset Purchase Agreement (Sibling Group Holdings, Inc.), Asset Purchase Agreement (Sibling Group Holdings, Inc.)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all such liabilities or obligations Practice which are not assumed by Vision 21 pursuant to employees, trade creditors, suppliers and customersSection 1.6.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Vision Twenty One Inc), Asset Purchase Agreement (Vision Twenty One Inc), Asset Purchase Agreement (Vision Twenty One Inc)

Discharge of Business Obligations. From and after the Closing Date, Date Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Equalnet Communications Corp), Assets Purchase Agreement (Minnesota Mining & Manufacturing Co), Asset Purchase Agreement (Towne Services Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Buyer hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 2 contracts

Samples: Agreement of Purchase and Sale of Assets (National Technical Systems Inc /Ca/), Asset Purchase Agreement (Numerex Corp /Pa/)

Discharge of Business Obligations. From and after the Closing Date, the Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller 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 the Assumed LiabilitiesBuyer hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers employees and customersclients of the Business.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Paradyne Networks Inc), Asset Purchase Agreement (P Com Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations, or the assets and properties used therein (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.

Appears in 2 contracts

Samples: Asset Purchase Agreement (MTM Technologies, Inc.), Asset Purchase Agreement (UpSnap, Inc.)

Discharge of Business Obligations. From and after the date first above written until Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all such liabilities or obligations to employees, trade creditors, suppliers and customersPractice.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Coast Dental Services Inc), Asset Purchase Agreement (Coast Dental Services Inc)

Discharge of Business Obligations. From and after the Closing Date, Date Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred incurred, including but not limited to trade payables, current liabilities, and any other Excluded Liability, prior to the Closing Date in respect of the Business, its operations or the Purchased Assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers and customersclients of the Business.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sibling Group Holdings, Inc.), Asset Purchase Agreement (Vhgi Holdings, Inc.)

Discharge of Business Obligations. From and after the Closing Date, Seller Sellers shall pay pay, discharge and discharge when due perform, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred or arising prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all such Business, its operations or the assets and properties used therein, including without limitation any liabilities or obligations to employees, trade creditorscreditors and clients of the Business, suppliers the filing of all applicable tax returns, estimates, forms and customersreports 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 shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers employees and customersclients of the Business.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Mohawk Industries Inc), Asset Purchase Agreement (Maxim Group Inc /)

Discharge of Business Obligations. From and after the Closing Date, Seller the Sellers shall pay and discharge when due in accordance with past practice, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the Assets (except for those expressly assumed by the Assumed LiabilitiesBuyer hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations which constitute Retained Liabilities to employees, trade creditors, suppliers creditors and customersclients 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 Sellers shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (with respect to their operations or the Assets, 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Apple South Inc)

Discharge of Business Obligations. From and after the Closing Date, --------------------------------- Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Intercept Group Inc)

Discharge of Business Obligations. From and after the Closing Date, Date Seller shall will pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to before the Closing Date (except for the Assumed in respect of Excluded Liabilities), and in furtherance of the foregoing shall discharge on a timely basis all such liabilities or obligations including without limitation any Liabilities to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Apollo Group Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller the Sellers shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations, or the assets and properties used therein (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.

Appears in 1 contract

Samples: Asset Purchase Agreement (MTM Technologies, Inc.)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller it has incurred prior to the Closing Date (except for in respect of the Business to the extent not assumed by Purchaser hereunder as part of 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hollywood Media Corp)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all Practice which are not assumed by Vision 21 or the P.C. pursuant to Section 1.6, unless such obligations or liabilities or obligations to employees, trade creditors, suppliers and customersare being disputed by Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vision Twenty One Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients 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 when due shall discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for with respect to the Assumed Liabilities), and in furtherance operation of the foregoing shall discharge on a timely basis all such liabilities or obligations to employees, trade creditors, suppliers and customersAssets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Clientlogic Corp)

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Discharge of Business Obligations. From and after the Closing Date, Seller --------------------------------- Sellers shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nm Licensing LLC)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all such liabilities or obligations Seller's ASC Business which are not assumed by Purchaser pursuant to employees, trade creditors, suppliers and customersSection 1.6.

Appears in 1 contract

Samples: Ambulatory Surgical Center Asset Purchase Agreement (Vision Twenty One Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all Practice which are not assumed by Vision 21 or the P.L.C. pursuant to Section 1.6, unless such obligations or liabilities or obligations to employees, trade creditors, suppliers and customersare being disputed by Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vision Twenty One Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilities), and in furtherance of the foregoing shall discharge on a timely basis all such including, without limitation, any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 1 contract

Samples: Stock Purchase Agreement (Acx Technologies Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Manufacturing Operations or the Manufacturing Assets (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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Metawave Communications Corp)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations Retained Liabilities in respect of the Business, its operations or the assets and liabilities of Seller incurred prior to properties used therein. From and after the Closing Date (except for Date, Purchaser shall pay and discharge, in the ordinary course but not less than on a timely basis, 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dialogic Corp)

Discharge of Business Obligations. From and after the Closing DateDate (without being limited by Section 11.1), Seller shall pay and discharge when due all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities)discharge, and in furtherance of the foregoing shall discharge accordance with past practice but not less than on a timely basis basis, all such liabilities or obligations to employees, trade creditors, suppliers and customersExcluded Liabilities.

Appears in 1 contract

Samples: Share and Asset Purchase Agreement (Advanced Analogic Technologies Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller the Sellers shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to included within the Closing Date (except for the Assumed Excluded 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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paradyne Networks Inc)

Discharge of Business Obligations. From and after the Initial Closing Date, --------------------------------- Date Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Initial Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers creditors and customersclients of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Intercept Group Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller Sellers shall pay and discharge when due all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities)Excluded Liabilities in accordance with past practice, and in furtherance of the foregoing shall discharge but not less than on a timely basis all such liabilities or obligations to employees, trade creditors, suppliers and customersbasis.

Appears in 1 contract

Samples: Asset Purchase Agreement (Maxco Inc)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (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.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sensory Science Corp)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date in respect of the Business, its operations or the assets and properties used therein (except for the Assumed Liabilitiesthose expressly assumed by Purchaser hereunder), and in furtherance of the foregoing shall discharge on a timely basis all such including without limitation any liabilities or obligations to employees, trade creditors, suppliers employees and customersclients of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Maxim Group Inc /)

Discharge of Business Obligations. From and after the Closing Date, Seller shall pay and discharge when due discharge, in accordance with past practice but not less than on a timely basis, all obligations and liabilities of Seller incurred prior to the Closing Date (except for the Assumed Liabilities), and in furtherance respect of the foregoing shall discharge on a timely basis all such liabilities or obligations to employees, trade creditors, suppliers and customersPractice.

Appears in 1 contract

Samples: Asset Purchase Agreement (Coast Dental Services Inc)

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