Obligations Under Certain Agreements Sample Clauses

Obligations Under Certain Agreements. The liabilities and obligations of Seller under the Leases and the Purchased Contracts, in each case, only to the extent that such Leases and Purchased Contracts have been validly assigned to Buyer hereunder (excluding any liability or obligation for breaches thereof arising out of or related to events or occurrences prior to the date hereof) and, in addition, Buyer shall assume payment obligations under the Facility Lease which have accrued since July 1, 1999 which amount to $133,223.08 as of the date hereof;
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Obligations Under Certain Agreements. The Purchaser shall assume the obligations of the Seller accruing after the Effective Time under (x) each Commercial Contract, (y) each Provider Contract, and (z) under each other contract listed or described on Schedule 5.1; in each case to the extent that (i) the Seller has provided to the Purchaser a true, correct and complete copy of such contract (if such contract is in writing) or a description of the obligations of the Seller under such agreement that is true, correct and complete (if such agreement is not in writing), and the obligations under each agreement to which the Seller is a party and that is not by the terms of any such contract required to be described therein and (ii) the liabilities in respect of such agreements were reserved for or reflected on the 1998 Financial Statements and the 1999 Interim Financial Statements (unless the applicable accounting standard did not require such liabilities to be reserved for or otherwise reflected); provided that, except as set forth in Section 7, the Purchaser shall not be deemed to have assumed the obligations of the Seller accruing after the Effective Time under any agreement, contract, or instrument that is not validly assigned to the Purchaser (including because the consent of any third party is required as a condition precedent to such assignment and has not been obtained as of the Effective Time) unless and until such assignment is validly consummated pursuant to Section 7.
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Obligations Under Certain Agreements. The liabilities and obligations of Seller under the Assumed Contracts.
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Obligations Under Certain Agreements. The liabilities and obligations of Sellers under (i) the Contracts and Permits that are listed on Schedules 2.1(a)(iv) and 6.12 hereof, and (ii) the Contracts and Permits that are entered into in the ordinary course of the business of the Military Division and the business of Xxxxxxx (such businesses, collectively, the "Acquired Businesses") in accordance with past practice or not required to be so listed on the aforesaid Schedules, to the extent that such Contracts are wholly or partially executory on the Closing Date ((i) and (ii) collectively referred to herein as the "Assumed Contracts"); (b)
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Obligations Under Certain Agreements. Except as set forth in Section 3.21 of the GSHS Disclosure Schedule, with respect to (i) the Stock Purchase Agreement, dated March 19, 1993, among VI, HCSC, GS Holding, Inc. and Blue Cross and Blue Shield of Maryland, Inc., (ii) the Subscription Agreement, dated January 11, 1994, among GSHS, Green Spring Mental Health Services of New Jersey, Inc., BCBS, and Quality Health Management, (iii) the Stock Purchase Agreement, dated June 16, 1994, among GSHS, VI, HCSC and IBC, (iv) the Stock Purchase Agreement, dated June 16, 1994, among GSHS, VI and MSAP (v) the Stock Purchase Agreement, dated June 16, 1994, between GSHS and IBC relating to TAO, Inc., and (vi) the Stock Purchase Agreement, dated October 25, 1993, among GSHS, PCMB and Maschoff, Barr and Associates, Inc., there are no pending, uxxxxolved or unpaid indemnification or similar claims against or further payments or consideration payable by GSHS or any Subsidiary under any of such agreements or any related agreement.
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Related to Obligations Under Certain Agreements

  • Obligations Under the Security Agreement The undersigned hereby agrees, as of the date first above written, to be bound as a Grantor by all of the terms and provisions of the Security Agreement to the same extent as each of the other Grantors. The undersigned further agrees, as of the date first above written, that each reference in the Security Agreement to an “Additional Grantor” or a “Grantor” shall also mean and be a reference to the undersigned.

  • Obligations under Security Documents duly and punctually perform each of the obligations expressed to be imposed or assumed by them under the Security Documents and Underlying Documents and will procure that each of the other Security Parties will, duly and punctually perform each of the obligations expressed to be assumed by it under the Security Documents and the Underlying Documents to which it is a party;

  • Performance of Obligations under Loan Documents The Borrower will pay the Notes according to the reading, tenor and effect thereof, and the Borrower will, and will cause each Subsidiary to, do and perform every act and discharge all of the obligations to be performed and discharged by them under the Loan Documents, including, without limitation, this Agreement, at the time or times and in the manner specified.

  • Continuing Security Interest: Assignments under Credit Agreement (a) This Agreement shall create a continuing security interest in the Collateral and shall (i) remain in full force and effect until the Obligations have been paid in full in accordance with the provisions of the Credit Agreement and the Commitments have expired or have been terminated, (ii) be binding upon each Grantor, and their respective successors and assigns, and (iii) inure to the benefit of, and be enforceable by, Agent, and its successors, transferees and assigns. Without limiting the generality of the foregoing clause (iii), any Lender may, in accordance with the provisions of the Credit Agreement, assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender herein or otherwise. Upon payment in full of the Secured Obligations in accordance with the provisions of the Credit Agreement and the expiration or termination of the Commitments, the Guaranty made and the Security Interest granted hereby shall terminate and all rights to the Collateral shall revert to Grantors or any other Person entitled thereto. At such time, upon Borrowers’ request, Agent will authorize the filing of appropriate termination statements to terminate such Security Interest. No transfer or renewal, extension, assignment, or termination of this Agreement or of the Credit Agreement, any other Loan Document, or any other instrument or document executed and delivered by any Grantor to Agent nor any additional Revolving Loans or other loans made by any Lender to any Borrower, nor the taking of further security, nor the retaking or re-delivery of the Collateral to Grantors, or any of them, by Agent, nor any other act of the Lender Group or the Bank Product Providers, or any of them, shall release any Grantor from any obligation, except a release or discharge executed in writing by Agent in accordance with the provisions of the Credit Agreement. Agent shall not by any act, delay, omission or otherwise, be deemed to have waived any of its rights or remedies hereunder, unless such waiver is in writing and signed by Agent and then only to the extent therein set forth. A waiver by Agent of any right or remedy on any occasion shall not be construed as a bar to the exercise of any such right or remedy which Agent would otherwise have had on any other occasion.

  • Continuing Security Interest; Assignments under the Credit Agreement This Agreement shall create a continuing security interest in the Collateral and shall (a) remain in full force and effect until the latest of (i) the payment in full in cash of the Secured Obligations, (ii) the Termination Date and (iii) the termination or expiration of all Letters of Credit and all Secured Hedge Agreements, (b) be binding upon each Grantor, its successors and assigns and (c) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Secured Parties and their respective successors, transferees and assigns. Without limiting the generality of the foregoing clause (c), any Lender Party may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including, without limitation, all or any portion of its Commitments, the Advances owing to it and the Note or Notes, if any, held by it) to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender Party herein or otherwise, in each case as provided in Section 8.07 of the Credit Agreement.

  • Defaults Under Other Agreements The occurrence of a default or an event of default under any other financing arrangement pursuant to which such Seller Party is a debtor or an obligor.

  • Obligations Under the Guaranty The undersigned hereby agrees, as of the date first above written, to be bound as a Guarantor by all of the terms and conditions of the Guaranty to the same extent as each of the other Guarantors thereunder. The undersigned further agrees, as of the date first above written, that each reference in the Guaranty to an “Additional Guarantor” or a “Guarantor” shall also mean and be a reference to the undersigned, and each reference in any other Loan Document to a “Guarantor” or a “Loan Party” shall also mean and be a reference to the undersigned.

  • Payments Under Loan Documents The Borrower shall fail to pay any principal of any Loan (including scheduled installments, mandatory prepayments or the payment due at maturity), Reimbursement Obligation or Letter of Credit or Obligation or any interest on any Loan, Reimbursement Obligation or Letter of Credit Obligation or any other amount owing hereunder or under the other Loan Documents on the date on which such principal, interest or other amount becomes due in accordance with the terms hereof or thereof;

  • Continuing Security Interest; Assignments Under the Credit Agreement; Release (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents and each Pari Passu Agreement (other than, in each case, any contingent indemnity obligations not then due, any Secured Hedge Obligations or any Secured Cash Management Obligations) shall have been satisfied by payment in full, the Commitments shall be terminated and all Letters of Credit have expired or terminated and after all Letter of Credit Outstandings have been reduced to zero (or all such Letters of Credit and Letter of Credit Outstandings have been Cash Collateralized) notwithstanding that from time to time during the term of the Credit Agreement, the Credit Parties may be free from any Obligations.

  • Continuing Guaranty; Assignments under the Credit Agreement This Guaranty is a continuing guaranty and shall (a) remain in full force and effect until the latest of (i) the payment in full in cash of the Guaranteed Obligations and all other amounts payable under this Guaranty, (ii) the Maturity Date and (iii) the latest date of expiration, termination or Cash Collateralization or provision of Credit Support therefor of all Letters of Credit and the expiration or termination of all Secured Hedge Agreements, (b) be binding upon each Guarantor, its successors and assigns and (c) inure to the benefit of and be enforceable by the Secured Parties and their successors, transferees and assigns. Without limiting the generality of clause (c) of the immediately preceding sentence, any Secured Party may assign or otherwise transfer all or any portion of its rights and obligations under the Credit Agreement (including, without limitation, all or any portion of its Commitments, the Loans owing to it and the Note or Notes held by it) to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Secured Party herein or otherwise, in each case as and to the extent provided in Section 10.07 of the Credit Agreement. Subject to Section 7.04 of the Credit Agreement, no Guarantor shall have the right to assign its rights hereunder or any interest herein without the prior written consent of the Secured Parties.

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