Common use of Previously Omitted Contracts Clause in Contracts

Previously Omitted Contracts. (i) If it is discovered that a Contract should have been listed on Schedule 4.6 but was not listed on Schedule 4.6 (any such Contract, a “Previously Omitted Contract”), Seller shall, promptly following the discovery thereof (but in no event later than five (5) Business Days following the discovery thereof), (x) notify Buyer of such Previously Omitted Contract and all Cure Amounts (if any) for such Previously Omitted Contract, and (y) if requested by Buyer, file a motion with the Bankruptcy Court on notice to the counterparties to such Previously Omitted Contract seeking entry of an order (the “Omitted Contract Order”) fixing the Cure Amounts and approving the assumption and assignment of such Previously Omitted Contract in accordance with this Section 2.5(b) (provided that no Previously Omitted Contract shall be assumed and assigned unless such Previously Omitted Contract shall be designated by Buyer as “Assumed” in accordance with Section 2.5(a)(i)).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sito Mobile, Ltd.), Asset Purchase Agreement (Hipcricket, Inc.)

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Previously Omitted Contracts. (i) If it is discovered that a Contract should have been listed on Schedule 4.6 4.5 but was not listed on Schedule 4.6 4.5 (any such Contract, a “Previously Omitted Contract”), Seller shall, promptly immediately following the discovery thereof (but in no event later than five (5) Business Days following the discovery thereof), (x) notify Buyer of such Previously Omitted Contract and all Cure Amounts (if any) for such Previously Omitted Contract, and (y) if requested by Buyer, file a motion with the Bankruptcy Court on notice to the counterparties to such Previously Omitted Contract seeking entry of an order (the “Omitted Contract Order”) fixing the Cure Amounts and approving the assumption and assignment of such Previously Omitted Contract in accordance with this Section 2.5(b) (provided that no Previously Omitted Contract shall be assumed and assigned unless such Previously Omitted Contract shall be designated by Buyer as “Assumed” in accordance with Section 2.5(a)(i)).

Appears in 1 contract

Samples: Asset Purchase Agreement (Seneca Foods Corp)

Previously Omitted Contracts. (i) If In the event that it is discovered that a Contract material Contract, Lease or Real Property Lease should have been listed on the Contracts Schedule 4.6 but was not listed on the Contracts Schedule 4.6 (any such Contract, a “Previously Omitted Contract”), Seller Sellers shall, promptly immediately following the discovery thereof (but in no event later than five two (52) Business Days following the discovery thereof), (xA) notify Buyer of such Previously Omitted Contract and all Cure Amounts Costs (if any) for such Previously Omitted Contract, and (yB) if requested by Buyer, file a motion with the Bankruptcy Court on notice to the counterparties to such Previously Omitted Contract seeking entry of an order (the “Omitted Contract OrderMotion”) fixing requesting that the Bankruptcy Court fix the Cure Amounts Costs (if any) and approving authorize the potential assumption and assignment of such Previously Omitted Contract in accordance with this Section 2.5(b5.8, as designated by Buyer pursuant to Section 5.8(b)(ii) (provided that no Previously Omitted Contract shall be assumed and assigned unless such Previously Omitted Contract shall be is designated by Buyer as “AssumedTransferred” in accordance with Section 2.5(a)(i5.8(b)(ii)).

Appears in 1 contract

Samples: Asset Purchase Agreement

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Previously Omitted Contracts. (i) If In the event that it is discovered that a Contract should have been listed on the Contracts Schedule 4.6 but was not listed on the Contracts Schedule 4.6 (any such Contract, a “Previously Omitted Contract”), Seller the Selling Entities shall, promptly immediately following the discovery thereof (but in no event later than five two (52) Business Days following the discovery thereof), (x) notify Buyer of such Previously Omitted Contract and all Cure Amounts (if any) for such Previously Omitted Contract, and (y) if requested by Buyer, file a motion with the Bankruptcy Court on notice to the counterparties to such Previously Omitted Contract seeking entry of an order (the “Omitted Contract Order”) fixing the Cure Amounts and approving the assumption and assignment of such Previously Omitted Contract in accordance with this Section 2.5(b) 2.5 (provided that no Previously Omitted Contract shall be assumed and assigned unless such Previously Omitted Contract shall be is designated by Buyer Xxxxx as “Assumed” in accordance with Section 2.5(a)(i2.5(b) and Section 2.5(c)(ii)).

Appears in 1 contract

Samples: Asset Purchase Agreement

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