Common use of Novation of Excluded Liabilities Clause in Contracts

Novation of Excluded Liabilities. (a) Each of Valero and Corner Store, 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 agreements, leases, licenses and other obligations or Liabilities of any nature whatsoever that constitute Excluded Liabilities, or to obtain in writing the unconditional release of all parties to such arrangements other than any member of the Valero Group, so that, in any such case, the members of the Valero Group shall be solely responsible for such Excluded Liabilities; provided, however, that neither Valero nor Corner Store 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, Separation and Distribution Agreement (CST Brands, Inc.), Separation and Distribution Agreement (CST Brands, Inc.)

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Novation of Excluded Liabilities. (a) Each of Valero NOV and Corner StoreSpinCo, 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 agreements, leases, licenses and other obligations or Liabilities of any nature whatsoever that constitute Excluded Liabilities, or to obtain in writing the unconditional release of all parties to such arrangements other than any member of the Valero NOV Group, so that, in any such case, the members of the Valero NOV Group shall be solely responsible for such Excluded Liabilities; provided, however, that neither Valero NOV nor Corner Store SpinCo 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 2 contracts

Samples: Separation and Distribution Agreement (NOW Inc.), Separation and Distribution Agreement (NOW Inc.)

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