Joint Contracts. (a) Any Contributed Contracts contributed to the Partnership pursuant to Section 2.1 that relate principally to the Contributed Business but also relate to the business (other than the Contributed Business) of the Contributor or its Affiliates will be made available to the Contributor and its Affiliates by the Partnership pursuant to the Shared Services Agreements and other arrangements by which the Contributor and its Affiliates will enjoy the benefits of such Contributed Contracts as they relate to their business (other than the Contributed Business) on the same terms and conditions as the Partnership.
Joint Contracts. 16 SECTION 3
Joint Contracts. With respect to any Contractual Obligations with third parties relating in part to the Bayer Business and in part to the businesses of Bayer and its Affiliates other than the Bayer Business, which shall be set forth on Schedule 9.12 (each, a “Joint Contract”), Purchaser will attempt to enter into a separate Contractual Obligation with the counterparty or counterparties to such Joint Contract with respect to the portion of such Joint Contract exclusively related to the Bayer Business on the same terms and conditions applicable to the Bayer Business. If Purchaser is unable to replace such Joint Contract with a separate Contractual Obligation the portion of a Joint Contract exclusively related to the Bayer Business, Bayer will, and will cause its Affiliates to, if permitted by the Terms of such Joint Contract, take commercially reasonable efforts (including by seeking an amendment of the Joint Contract, if necessary) to provide to Purchaser the benefits under such Joint Contract with respect to the Business, until the stated expiration of such Joint Contract, without regard to any available renewal options. In such event, the benefits and obligations under such Joint Contract exclusively related to the Business shall be for the account of Purchaser, and the remaining benefits and obligations shall be retained by Bayer and its Affiliates. Bayer and each of its Affiliates that are parties to any Joint Contract shall perform their obligations thereunder so as not to create a material default. Neither Bayer nor its Affiliates will be obligated to extend credit to Purchaser under a Joint Contract.
Joint Contracts. 42 SECTION 7.07. Joint Leases...................................................43 SECTION 7.08. Seller Use of Certain Trademarks...............................43 SECTION 7.09.
Joint Contracts. 1. Set forth in Section 7.06 of the Strategix Disclosure Memorandum is a list of the top twenty arrangements (by revenues) as of December 31, 1997 and each other significant arrangement pursuant to which the counterparty thereto receives both the services currently provided by the Strategix Companies or the Subsidiaries and the "high-end" services provided by Seller or its Affiliates other than the Strategix Companies or the Subsidiaries (the "Joint Contracts"). Section 7.06 of the Strategix Disclosure Memorandum also sets forth revenues allocable to the Strategix Business under each of the top twenty Joint Contracts.
Joint Contracts. Nothing herein shall be deemed to require the conveyance, assignment or transfer of any customer contracts or purchase orders that are used or performed by both Sellers and any of the Excluded Subsidiaries. To the extent not otherwise prohibited by the terms of any such customer contracts or purchase orders, Sellers shall continue to be bound by the terms of such applicable customer contracts or purchase orders, and Buyer shall, as a subcontractor, pay, perform and discharge fully all of the obligations of Sellers in North America under such customer contracts or purchase orders from and after the Closing to the extent that the corresponding benefit is received by Buyer. Sellers shall, without consideration therefor, pay, assign, and remit to Buyer promptly all monies, rights and other consideration received in respect of such performance. Seller shall exercise or exploit its rights in respect of such customer contracts or purchase orders in North America as reasonably directed by Buyer and at Buyer's expense. The parties shall use commercially reasonable efforts to effect the foregoing and shall execute such good and sufficient instruments as may be necessary to evidence such arrangements.
Joint Contracts. 4.2.1 EFPL shall use reasonable endeavours to effect the assignment (with the consent of the relevant counterparty or counterparties) to the relevant Purchaser, or the novation in favour of the relevant Purchaser (in each case as notified by the Purchasers to EFPL as soon as practicable following signing of this Agreement), of EFPL's benefit, interest, rights and liabilities in or under such part of the Joint Contracts as relates exclusively to the Business, such assignment or novation to be in the form of the Joint Contract Deed of Assignment or the Joint Contract Deed of Novation (as appropriate) and to take effect from the Completion Date. EFPL's obligations under this Clause 4.2 will not require it to do anything which may prejudice EFPL's own benefits, interests and rights under the Joint Contracts insofar as they relate to retained businesses of EFPL or of its Group.
Joint Contracts. With respect to any contract, agreement, purchase order or other arrangement relating in part to the Cameron Subsea Business or the Schlumberger Subsea Business and in part to Non-Transferred Cameron Businesses or Non-Transferred Schlumberger Businesses (the “Joint Contracts”), which would otherwise be transferred hereby that Cameron, Schlumberger or their respective Affiliates are unable to modify prior to the Closing Date without materially affecting the economic value to Cameron, Schlumberger, the Venture Entities or one or more of their respective Affiliates so that the portion thereof pertaining to the Cameron Subsea Business or the Schlumberger Subsea Business was segregated, the transferring party, if permitted by the terms of the Joint Contract, shall continue such Joint Contract in effect until its stated expiration without regard to any available renewal options. The benefits and obligations under such Joint Contract to the extent relating to the Cameron Subsea Business or the Schlumberger Subsea Business, as applicable, shall be for the account of the applicable Venture Entity, and the remaining benefits and obligations shall be retained by the transferring entity. Each of Cameron, Schlumberger, the Venture Entities and their respective Affiliates that are parties to any Joint Contract shall perform its respective obligations thereunder so as not to create a default. Neither the transferring party nor the transferee party under a Joint Contract will be obligated to extend credit to the other party. Each party will indemnify, defend and hold harmless the other party from the consequences of any default by it (or its Affiliates) under any Joint Contract. Unless both parties desire to maintain the same Joint Contract, the parties shall cooperate with one another after the Closing to obtain separate contracts for the transferor or transferee on the most advantageous terms to each that may be available.
Joint Contracts. Schedule 5.17 sets forth each third party Material Contract to which both GNLV and GNL are parties (collectively, the "Joint Contracts"). Seller shall use its reasonable best efforts to cause the Joint Contracts to be "split-out" prior to Closing (which may include entering into one or more new separate agreements) so that GNLV is a party to a contract with the service provider in question only and not together with GNL and, in connection therewith, Seller shall use its reasonable best efforts to provide for a release of GNLV of all Liability or Losses under the Joint Contract as to services provided to, or the actions by or on behalf of, GNL; provided that the Purchaser shall provide all reasonable cooperation to Seller in furtherance of this Section 5.17 as Seller may reasonably request; provided, further, that for the purposes of this Section 5.17, reasonable best efforts shall not require Seller or any of its Affiliates to incur or pay any out-of-pocket expenses or costs except those which are timely reimbursed by Purchaser or any of its Affiliates. Purchaser shall use its reasonable best efforts to cooperate with Seller in its efforts to obtain any such "split-out."
Joint Contracts. With respect to any Contractual Obligations with third parties relating in part to the Licensed Business and in part to the businesses of Spectrum, Bayer and their Affiliates other than the Licensed Business (including Spectrum’s Business in the Spectrum Territory), which shall be set forth on Schedule 9.11 (each, a “Joint Contract”), Purchaser will attempt to enter into a separate Contractual Obligation with the counterparty or counterparties to such Joint Contract with respect to the portion of such Joint Contract exclusively related to the Licensed Business on the same terms and conditions applicable to the Licensed Business. If Purchaser is unable to replace such Joint Contract with a separate Contractual Obligation the portion of a Joint Contract exclusively related to the Licensed Business, Spectrum will, and will cause its Affiliates to, if permitted by the Terms of such Joint Contract, take commercially reasonable efforts (including by seeking an amendment of the Joint Contract, if necessary) to provide to Purchaser the benefits under such Joint Contract with respect to the Licensed Business, until the stated expiration of such Joint Contract, without regard to any available renewal options. In such event, the benefits and obligations under such Joint Contract exclusively related to the Licensed Business shall be for the account of Purchaser, and the remaining benefits and obligations shall be retained by Spectrum and its Affiliates. Spectrum and each of its Affiliates that are parties to any Joint Contract shall perform their obligations thereunder so as not to create a material default. Neither Spectrum nor its Affiliates will be obligated to extend credit to Purchaser under a Joint Contract.
