Exclusion of Contracts. 4.1 The Seller shall ***, to novate the Transferring Contracts or to obtain all necessary Third Party Consents on or before the Completion Date. The Purchaser shall not be obliged to enter into any agreement in relation to a Third Party Consent which would make the rights or obligations of the Purchaser in respect of the relevant Transferring Contract materially less favourable or more onerous in any respect than the rights or obligations of the relevant Group Company or Seller Group Company in relation thereto.
4.2 If any Transferring Contract cannot be assigned or novated to the Purchaser without a Third Party Consent and such Third Party Consent has not been obtained by the Completion Date, the Seller and the Purchaser shall *** to obtain such Third Party Consent as soon as practicable after Completion.
4.3 If any requisite novation or Third Party Consent is refused or not obtained on or before the date being *** after Completion (or such longer period as may be agreed by the Seller and the Purchaser in writing) in respect of any Transferring Contract, the relevant Transferring Contract(s) shall be deemed to have been excluded from the sale and purchase under this Agreement and the Purchaser and its Affiliates and the Group Companies shall immediately cease to have any further liability whatsoever in respect of such excluded Transferring Contract(s). Upon such deemed exclusion of the relevant Transferring Contract(s), the Seller may take any and all steps necessary either to terminate or to effect the continued discharge of all or any such contracts.
4.4 If such Transferring Contract(s) are deemed excluded, the parties shall meet and discuss in good faith appropriate remedies, which may include a purchase price refund due from the Seller to the Purchaser for such excluded contracts.
Exclusion of Contracts. If any requisite novation or Third Party Consent is refused or not obtained on or before the date being [three] months after Completion (or such longer period as the Purchaser may, at its sole discretion, determine) in respect of any Contract, the relevant Contract shall, if so elected by the Purchaser by written notice to the Vendor on or before such date, be deemed to have been excluded from the sale under this Agreement and the Vendor shall indemnify the Purchaser against all Losses relating to such exclusion including, without limitation, relating to any equivalent arrangements in replacement thereof (provided that the Vendor's liability to the Purchaser in this respect shall not exceed [the amount of consideration paid by the Purchaser from time to time under this Agreement which is attributable to such Contract]). [Again, the draft Agreement should note that mechanics for attributing consideration in such circumstances will need to be considered.]
Exclusion of Contracts. If any requisite novation or Third Party Consent is refused or not obtained on or before the date being [three] months after Completion (or such longer period as the Purchaser may, at its sole discretion, determine) in respect of any Contract, the relevant Contract shall, if so elected by the Purchaser by written notice to the Vendor on or before such date, be deemed to have been excluded from the sale under this Agreement and the Vendor shall indemnify the Purchaser against all Losses relating to such exclusion including, without limitation, relating to any equivalent arrangements in replacement thereof.
Exclusion of Contracts. Notwithstanding anything to the contrary as contained in this Agreement, the Property to be conveyed hereunder is specifically deemed to exclude the Contracts, Sellers shall not assign, transfer or convey to Buyer any Contracts entered into by Sellers with respect to any Improved Parcel, and each respective Seller shall cause all such Contracts to be terminated with respect to each Improved Parcel owned by such Seller at or prior to Closing at no cost or expense to Buyer such that Buyer shall not assume or be subject to any such Contracts.
Exclusion of Contracts. (Rights of Third Parties) Act 1000
Exclusion of Contracts. (RIGHTS OF THIRD PARTIES) XXX 0000
8.1. The Parties to this Deed do not intend that any of its terms will be enforceable by virtue of the Contracts (Rights of Third Parties) Xxx 0000 by any person not a party to it.
Exclusion of Contracts. (Rights of Third Parties) Act 1999 No term of this Agreement may be enforced by any person other than a party to this Agreement under the Contracts (Rights of Third Parties) Act 1999.
Exclusion of Contracts. (RIGHTS OF THIRD PARTIES) ACT 1999
Exclusion of Contracts. (RIGHTS OF THIRD PARTIES) ACT 1999 The Parties to this Agreement do not intend any of its terms to be enforceable pursuant to the Contracts (Rights of Third Parties) Xxx 0000 by any person who is not a Party to this Agreement. SIGNED by [ ] duly authorised ) off i c er s for a n d on behalf of ) HERTSMERE BOROUGH COUNCIL ) SIGNED by ELSTREE FILM STUDIOS ) Director
1. Financial services 2. Health and safety services 3. Insurance management services
