Common use of Novation of Controlled Liabilities Clause in Contracts

Novation of Controlled Liabilities. (a) In connection with the Internal Distribution, each of EESLP and Controlled, at the request of the other, shall endeavor, if reasonably practicable, to obtain, or to cause to be obtained, if reasonably practicable, any consent, substitution, approval or amendment required to novate or assign all obligations under Contracts and other obligations or Liabilities of any nature whatsoever that constitute Controlled Liabilities, or to obtain in writing the unconditional release of all parties to such arrangements other than any member of the RemainCo Group, so that, in any such case, the members of the RemainCo Group shall be solely responsible for the Controlled Liabilities; provided, however, that neither EESLP nor Controlled shall be obligated to contribute any capital or pay any consideration in any form (including providing any letter of credit, guaranty or other financial accommodation) to any third Person from whom any such consent, substitution, approval, amendment or release is requested.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (Archrock, Inc.), Separation and Distribution Agreement (Exterran Corp), Separation and Distribution Agreement (Exterran Corp)

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