Common use of Provision of Benefits of Certain Contracts Clause in Contracts

Provision of Benefits of Certain Contracts. If, as of the Effective Time, Seller is unable to obtain any consent to the assignment of Seller's interest in a Material Contract or a Material Lease, or if Purchaser is unable to enter into a new contract with respect to an Excluded Multi-Facility Contract, until such consent is obtained or a new contract is obtained by Purchaser prior to or following the Closing (Seller shall use reasonable commercial efforts to cooperate with Purchaser's efforts to obtain any such consent or new contract prior to or following the Closing), Seller shall use reasonable commercial efforts to provide Purchaser the benefits of any such Material Contract or Material Lease and the applicable Hospital's portion of any Excluded Multi-Facility Contract selected by Purchaser, cooperate in any reasonable and lawful arrangement designed to provide such benefits to Purchaser, and allow Purchaser to directly enforce such Material Contract or Material Lease against the applicable third parties thereto. Purchaser shall use reasonable commercial efforts to perform, on behalf of Seller, the obligations of Seller thereunder or in connection therewith arising on and after the Effective Time, if Seller has previously obtained (or Purchaser will obtain) any benefits thereunder, but only to the extent that such action would not result in a material default thereunder or in connection therewith and such obligation would have been, in the case of an Excluded Multi-Facility Contract, an obligation of Purchaser had it entered into a new contract on substantially similar terms.

Appears in 1 contract

Samples: Asset Sale Agreement (Integrated Healthcare Holdings)

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Provision of Benefits of Certain Contracts. If, as of the Effective TimeDate, Seller is the Sellers are unable to obtain any consent to the assignment of Seller's the Sellers’ interest in a Material Contract or a Material LeaseContract, or if Purchaser is after reasonable effort the Purchasers are unable to enter into a new contract or partial assignment of a contract with respect to an Excluded Multi-Facility Contract that but for being excluded would have been a Material Contract, with respect to one or more of the Facilities, until such consent is obtained consent, partial assignment or a new contract is obtained by Purchaser prior to or following obtained, the Closing (Seller shall use reasonable commercial efforts to cooperate with Purchaser's efforts to obtain any such consent or new contract prior to or following the Closing), Seller Sellers shall use reasonable commercial efforts to provide Purchaser the Purchasers the benefits of any such Material Contract or Material Lease and and, in the applicable Hospital's case of an Excluded Multi-Facility Contract, the Facilities’ portion of any Excluded Multi-Facility Contract selected not to exceed twelve (12) months in length, by Purchaser, cooperate cooperating in any reasonable and lawful arrangement designed to provide such benefits to Purchaserthe Purchasers, and allow Purchaser the Purchasers to directly enforce such Material Assumed Contract or Material Lease against the applicable third parties thereto. Purchaser The Purchasers shall use reasonable commercial efforts to perform, on behalf of Sellerthe Sellers, the obligations of Seller the Sellers thereunder or in connection therewith arising on and after the Effective TimeDate, if Seller has previously obtained (or Purchaser will obtain) any benefits thereunderwith respect to the Acquired Assets, but only to the extent that such action would not result in a material default thereunder or in connection therewith and such obligation would have been, in the case of an Excluded Multi-Facility a Material Contract, an obligation of Purchaser the Purchasers had it entered into a new contract on substantially similar terms.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vanguard Health Systems Inc)

Provision of Benefits of Certain Contracts. If, as of the Effective Time, Purchaser or Seller is unable to obtain any consent to the assignment of Seller's interest in a Material Contract or a Material Lease, or if Purchaser is unable to enter into a new contract with respect to an Excluded Multi-Facility Contract, until such consent is obtained or a new contract is obtained by Purchaser prior to or following the Closing (Seller shall use reasonable commercial efforts to cooperate with Purchaser's efforts to obtain any such consent or new contract prior to or following the Closing)obtained, Seller shall use reasonable commercial efforts to provide Purchaser the benefits of any such Material Contract or Material Lease and the applicable Hospital's portion of any Excluded Multi-Facility Contract selected by PurchaserContract, cooperate in any reasonable and lawful arrangement designed to provide such benefits to Purchaser, and allow Purchaser to directly enforce such Material Contract or Material Lease against the applicable third parties thereto. Purchaser shall use reasonable commercial efforts to perform, on behalf of Seller, the obligations of Seller thereunder or in connection therewith arising on and after the Effective Time, if Seller has previously obtained (or Purchaser will obtain) any benefits thereunder, but only to the extent that such action would not result in a material default thereunder or in connection therewith and such obligation would have been, in the case of an Excluded Multi-Facility Contract, an obligation of Purchaser had it entered into a new contract on substantially similar terms.

Appears in 1 contract

Samples: Asset Sale Agreement (VHS of Anaheim Inc)

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Provision of Benefits of Certain Contracts. If, as of the Effective Time, Seller Purchaser is unable to obtain any consent to the assignment of Seller's interest in a Material Contract or a Material Lease, or if Purchaser is unable to enter into a new contract with respect to an Excluded Multi-Facility Contract, until such consent is obtained or a new contract is obtained by Purchaser prior to or following the Closing (Seller shall use reasonable commercial efforts to cooperate with Purchaser's efforts to obtain any such consent or new contract prior to or following the Closing)obtained, Seller shall use reasonable commercial efforts to provide Purchaser the benefits of any such Material Contract or Material Lease and the applicable Hospital's Hospital portion of any Excluded Multi-Facility Contract selected by PurchaserContract, cooperate in any reasonable and lawful arrangement designed to provide such benefits to Purchaser, and allow Purchaser to directly enforce such Material Contract Contracts or Material Lease Leases against the applicable third parties thereto. Purchaser shall use reasonable commercial efforts to perform, on behalf of Seller, the obligations of Seller thereunder or in connection therewith arising on and after the Effective Time, if Seller has previously obtained (or Purchaser will obtain) any benefits thereunder, but only to the extent that such action would not result in a material default thereunder or in connection therewith and such obligation would have been, in the case of an Excluded Multi-Facility Contract, an obligation of Purchaser had it entered into a new contract on substantially similar terms.

Appears in 1 contract

Samples: Asset Sale Agreement (Iasis Healthcare Corp)

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