Guarantees and Other Affiliate Contracts. Buyer and Seller shall cooperate and use commercially reasonable efforts (which shall not include any obligation of Seller to pay any cost or expense or incur any obligation) in order that, effective as of the Closing Date, (i) the Guarantees and any liabilities related thereto shall be released as to Seller or its Affiliate and (ii) substitute arrangements, if required, of Buyer or its Affiliates shall be in effect. If Buyer and Seller are unable to cause any of the Guarantees to be released as to Seller and its Affiliates prior to the Closing Date, then Buyer shall provide (or cause to be provided) to Seller and Enron Corp. a guaranty in a form and from a Person acceptable to Seller guaranteeing the performance by Buyer of all obligations under such unreleased Guarantees from and after the Closing Date (the "Back-to-Back Guaranty"). Prior to or contemporaneously with the Closing, all other agreements between any of the LLCs and Seller or any of its Affiliates (other than the LLCs) shall be canceled or terminated.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Allegheny Energy Inc), Purchase and Sale Agreement (Allegheny Energy Inc), Purchase and Sale Agreement (Allegheny Energy Supply Co LLC)
