Rejection of Contracts. Until after the Closing, Sellers will not reject or seek to reject any Contract of the Business, any Assumed Contract or any Contract set forth on Schedule 2.6, in each case without Buyer’s prior written consent (in its sole discretion).
Rejection of Contracts. Except as set forth in Schedule 8.5, Sellers shall not seek to have any Contract related to the Business rejected in the Chapter 11 Case until after the Closing Date.
Rejection of Contracts. Purchaser may elect, in its sole discretion, to require that Seller, at Seller’s expense, terminate any of the Contracts other than any management agreements, Brokerage Agreements (as hereinafter defined) and security contracts provided Purchaser notifies Seller of such election in writing at least ten (10) days prior to the Closing Date (any such Contracts that Purchaser elects to terminate, the “Rejected Contracts”); provided, however, Seller shall not be obligated to take any action in connection with terminating any Contracts until after the Approval Date.
Rejection of Contracts. Purchaser may elect, in its sole discretion, to require that Seller, at Seller’s expense, terminate any of the Contracts other than Brokerage Agreements (as hereinafter defined) and security contracts, provided that Purchaser notifies Seller of such election in writing on or before the Approval Date (any such Contracts that Purchaser elects to terminate, the “Rejected Contracts”); provided, however, that if any Rejected Contract requires more than sixty (60) days' advance notice of a termination and, therefore, that Rejected Contract cannot be terminated at, or prior to, Closing, Purchaser shall nevertheless accept an assignment of that Rejected Contract at Closing, provided further that Seller shall nevertheless be required to deliver notice of termination if so elected by Purchaser, even if such Contract cannot be terminated prior to Closing.
Rejection of Contracts. Seller, at Seller’s sole cost and expense, shall terminate at Closing all of the Contracts, including the Brokerage Agreements (as hereinafter defined) (the “Rejected Contracts”).
Rejection of Contracts. Any Borrower rejects or assumes an unexpired lease or other contract, other than with the prior written consent of Lender in its sole discretion.
Rejection of Contracts. In the event that at any time not less than 10 Business Days prior to the final sale hearing of the Bankruptcy Court, Purchaser gives written notice to Sellers, directing Sellers to reject up to four (4) Leases that are Executory Contracts, such agreements shall be deleted from Schedule 1.3, 1.3(a) or 1.4, as applicable, and shall not be deemed an "Assigned Contract" or a "Purchased Asset"; provided, that the aggregate allowed claims for damages arising from the exclusion of Executory Contracts, if the Sellers were to reject such Executory Contracts shall not exceed $250,000.
Rejection of Contracts. 60 8.6 Consents........................................................ 60 8.7
Rejection of Contracts. Sellers shall timely reject any Contracts identified on SCHEDULE 7(d) for rejection (or which are otherwise determined not to be Assigned Contracts pursuant to the definition thereof). Notwithstanding the above, Sellers shall not be required to reject SCMI's lease with Sappi Fine Paper North listed on SCHEDULE 7(d). Buyer shall not be liable for any claims arising from the rejection or retention of such Contracts.
Rejection of Contracts. (a) Pursuant to the Final Order, the Terminalling and Storage Agreement, the Throughput Agreement, the Omnibus Agreement, the Terminal Access and Use Agreement and the SemGroup Guaranty (collectively, the “Rejected Contracts”) shall be deemed rejected effective as of the Effective Date in accordance with the provisions of section 365 of the Bankruptcy Code. The Parties agree that each Party that is a party to any Rejected Contract shall be relieved of any obligation to such other Parties as are party thereto to make any payments, including payment on any prepetition or postpetition Claim for damages or otherwise, under the Rejected Contracts or to otherwise perform under such agreements for the benefit of any such other Party; provided that (i) the SGLP Parties shall be entitled to payment in the Bankruptcy Cases with respect to the Allowed Claims (as defined herein) and (ii) the SemGroup Parties will be responsible for all amounts owing to the SGLP Parties, and the SGLP Parties will be responsible for all amounts owing to the SemGroup Parties, under each Rejected Contract for periods up to the date that such contract is rejected, which amounts may be netted in accordance with the September Order. The Parties hereby acknowledge and agree that the following waivers apply for the period from March 1, 2009 through March 31, 2009: (1) SGLP and its Affiliates hereby waive amounts due by SemGroup and its Affiliates under the Terminalling and Storage Agreement, (2) SemGroup and its Affiliates hereby waive the administrative fee due by SGLP and its Affiliates under the Omnibus Agreement and (3) SemGroup and its Affiliates hereby waive the charges for operational services related solely to SemMaterials due by SGLP and its Affiliates under the Omnibus Agreement.
(b) The Parties acknowledge and agree that all amounts owed by any SGLP Party under the Omnibus Agreement prior to the Filing Date shall be netted against all amounts owed by any SemGroup Party under the Terminalling and Storage Agreement and the Throughput Agreement for services provided prior to the Filing Date. The Parties hereby waive any remaining positive balance owing under the Rejected Contracts after such netting of pre-Filing Date account balances, regardless of whether the balance is owing to the SemGroup Parties, on the one hand, or the SGLP Parties, on the other hand.
(c) Subject to Section 2.2 below, each proof of claim filed by or on behalf of any Parties hereto against the SemGroup Parties in...
