Common use of Excluding or Adding Assigned Contracts Prior to Closing Clause in Contracts

Excluding or Adding Assigned Contracts Prior to Closing. Purchaser shall have the right to notify Sellers in writing of any Assigned Contract that it does not wish to assume or a Contract to which any Seller is a party that Purchaser wishes to add as an Assigned Contract up to one (1) Business Day prior to the Bid Deadline (as defined in the Bidding Procedures Order), and (i) any such previously considered Assigned Contract that Purchaser no longer wishes to assume shall be automatically deemed removed from the Schedules related to Assigned Contracts and automatically deemed added to the Schedules related to Excluded Contracts, in each case, without any adjustment to the Purchase Price, and (ii) any such previously considered Excluded Contract that Purchaser wishes to assume as an Assigned Contract shall be automatically deemed added to the Schedules related to Assigned Contracts, automatically deemed removed from the Schedules related to Excluded Contracts, and assumed by Sellers to sell and assign to Purchaser, in each case, without any adjustment to the Purchase Price. Purchaser shall be solely responsible for the payment, performance and discharge when due of the Liabilities under the Assigned Contracts arising or that are otherwise payable from the time of and after the Closing.

Excluding or Adding Assigned Contracts Prior to Closing. Purchaser shall have the right to notify Sellers in writing of any Assigned Contract that it does not wish to assume or a Contract to which any Seller is a party that Purchaser wishes to add as an Assigned Contract up to one (1) Business Day prior to the Bid Deadline (as defined in the Bidding Procedures Order), and (i) any such previously considered Assigned Contract that Purchaser no longer wishes to assume shall be automatically deemed removed from the Schedules related to Assigned Contracts and automatically deemed added to the Schedules related to Excluded Contracts, in each case, without any adjustment to the Purchase Price, and (ii) any such previously considered Excluded Contract that Purchaser wishes to assume as an Assigned Contract shall be automatically deemed added to the Schedules related to Assigned Contracts, automatically deemed removed from the Schedules related to Excluded Contracts, and assumed by Sellers to sell and assign to Purchaser, in each case, without any adjustment to the Purchase Price. Purchaser shall be solely responsible for the payment, performance and discharge when due of the Liabilities under the Assigned Contracts arising or that are otherwise payable from the time of and after the Closing.Closing.‌

Excluding or Adding Assigned Contracts Prior to Closing. Purchaser shall have the right to notify Sellers in writing of (x) any Assigned Contract that it does not wish to assume or a (y) any Contract to which any Seller is a party that Purchaser wishes to add as an Assigned Contract up to one (1) Business Day prior to the Bid Deadline (as defined in the Bidding Procedures Order)Closing, and (i) any such previously considered Assigned Contract that Purchaser no longer wishes to assume shall be automatically deemed removed from the Schedules related to Assigned Contracts Schedule 1.5(a) and automatically deemed added to the Schedules related to be an Excluded ContractsAsset, in each case, without any adjustment to the Purchase Price, and (ii) any such previously considered Contract that is related to the Business and an Excluded Contract that Purchaser wishes to assume as an Assigned Contract shall be automatically deemed added to the Schedules related Schedule 1.5(a), and no longer deemed to Assigned Contracts, automatically deemed removed from the Schedules related to be an Excluded ContractsAsset, and assumed by Sellers the applicable Seller to sell and assign to Purchaser, in each case, without any adjustment to the Purchase Price. Purchaser shall be solely responsible for the payment, performance and discharge when due payment of Cure Costs up to the Liabilities under the Assigned Contracts arising or Cure Cap; provided that are otherwise payable from the time of and after the Purchaser shall pay all Cure Costs in connection with any contract first designated for assumption by Purchaser post-Closing.

Excluding or Adding Assigned Contracts Prior to Closing. Purchaser shall have the right to notify Sellers Seller in writing of any Assigned Contract (other than any purchase orders) that it does not wish to assume or a Contract to which any Seller is a party and that is used in or related to the Business (excluding Mixed-Use Contracts) that Purchaser wishes to add as an Assigned Contract (whether or not previously considered an Excluded Contract (except with respect to Mixed-Use Contracts)) up to the later of (i) the close of the Auction, if any, or (ii) one (1) Business Day day prior to the Bid Deadline (as defined in last date set for final hearing for approval of the Bidding Procedures Order)Sale by the Bankruptcy Court, and (ix) any such previously considered Assigned Contract that Purchaser no longer wishes to assume shall be automatically deemed removed from the Schedules related to Assigned Contracts and automatically deemed added to the Schedules related to Excluded Contracts, in each case, without any adjustment to the Purchase Price, and (iiy) any such previously considered Excluded Contract that Purchaser wishes to assume as an Assigned Contract that is primarily related to or primarily used in the Business shall be automatically deemed added to the Schedules related to Assigned Contracts, automatically deemed removed from the Schedules related to Excluded Contracts, and assumed by Sellers to sell and assign to Purchaser, in each case, without any adjustment to the Purchase Price. Purchaser shall be solely responsible for the payment, performance and discharge when due of the Liabilities under the Assigned Contracts arising or that are otherwise payable from the time of and after the Closing.