Performance of Assigned Contracts. Buyer shall perform and pay when due each of the obligations of the Seller arising after the Closing Time pursuant to all of the Assigned Contracts.
Performance of Assigned Contracts. The Managing Partner hereby covenants to Fording LP that it will use its reasonable commercial efforts to cause the Partnership to perform its material obligations in respect of any contract, agreement or other instrument or obligation assigned to the Partnership (or its nominee) by Fording Inc., or any predecessor, or that Fording LP or any of its Affiliates holds for the benefit of the Partnership, in circumstances where Fording LP or any predecessor or Affiliate has guaranteed the performance of such contract or instrument or otherwise remains obligated to the counterparty if the Partnership fails to perform such instrument or contract fully, and the result of such default is material and adverse to Fording LP or its Affiliate.
Performance of Assigned Contracts. Following the Closing, the Buyer shall diligently perform the respective obligations under the Assumed Contract Obligations. To the extent that an Assigned Contract is not novated in connection with the Closing, the Buyer shall use commercially reasonable efforts to enter into novation agreements or to otherwise have the Sellers be released from all obligations under such Assigned Contracts.
Performance of Assigned Contracts. To the extent that an Assigned Contract (other than Government Contracts, Government Bids or any Canadian Asset) is not novated in connection with the Closing, the Buyer and the Company shall use commercially reasonable efforts to enter into novation agreements or to otherwise have the Asset Sellers be released from all obligations under such Assigned Contracts (other than Government Contracts, Government Bids or any Canadian Asset). With respect to any Sold Company and Sold Subsidiary which is the transferee, from a Seller or a Subsidiary thereof, of assets, properties or rights used in connection with the Business for which such transfer was made to facilitate the Contemplated Transactions, the Buyer and the Company shall use commercially reasonable efforts to enter into novation agreements or to otherwise have the transferor in such transfer be released from all obligations under any Contracts (other than Government Contracts, Government Bids or any Canadian Asset) transferred in such transfer which have not been novated on or prior to the Closing.
Performance of Assigned Contracts. The Owner shall:
Performance of Assigned Contracts. After the Closing, SLG shall perform and discharge the obligations of DP that arise after the Closing Date under the Assigned Contracts.
Performance of Assigned Contracts. After the Closing, SLG shall perform and discharge the obligations of TSSI that arise after the Closing Date under the Assigned Contracts. Marketing and Customer Support. Following Closing, SLG agrees to use its reasonable best efforts to continue and improve the marketing efforts of TSSI with respect to the Business.
Performance of Assigned Contracts. Pursuant to the terms hereof, the Assigned Contracts will be assigned from Sellers to Purchaser at the Closing. Purchaser acknowledges and agrees that it shall be responsible for performing the Assigned Contracts on and after February 1, 2001. Accordingly, Purchaser and Sellers agree that until the Closing, Sellers shall continue to perform the Assigned Contracts and Purchaser shall reimburse Sellers for their out-of-pocket costs and expenses reasonably incurred in connection with such performance between February 1, 2001 and the Closing (but not for Seller's time spent or the salaries or costs of fringe or other benefits paid by Seller to its officers, employees or agents in connection therewith), such reimbursement payment to be made as a Proration Adjustment.
Performance of Assigned Contracts. The Assigned Contracts are in full force and effect and are enforceable against the parties thereto in accordance with their terms. No party to the Assigned Contracts has given or, to SELLER’s knowledge, is reasonably likely to give notice of termination. SELLER has not received any written information regarding any actual or possible violation of any Assigned Contract. To SELLER’s knowledge, no party to the Assigned Contracts is in breach of such agreement or is or is reasonably likely to become unable to meet its obligations, and the execution or consummation of this Agreement does not trigger any rights of any party to the Assigned Contracts.
Performance of Assigned Contracts. To the extent that an Assigned Contract is not novated in connection with a Closing, the Buyer and the Sellers shall use commercially reasonable efforts to enter into novation agreements or to otherwise have the Asset Sellers be released from all obligations under such Assigned Contracts. With respect to any Sold Company included in a Closing which is the transferee, from a Seller or an Affiliate thereof, of assets, properties or rights used in connection with the Business for which such transfer was made to facilitate the Contemplated Transactions, the Buyer shall use commercially reasonable efforts to enter into novation agreements or to otherwise have the transferor in such transfer be released from all obligations under any Contracts transferred in such transfer which have not been novated on or prior to such Closing.
