Release of Guaranties. Buyer shall use all reasonable efforts to cause Aon and its Affiliates to be fully released, as of the Closing Date or as promptly as practicable after the Closing Date, in respect of all obligations under any guaranties, letters of credit, letters of comfort, bid bonds or performance or surety bonds or cash or other collateral obtained or given by Aon or its Affiliates relating to any parcel of Leased Real Property or any other contractual commitment of the Company and the Subsidiaries (collectively, the “Guaranties”). If Buyer is unable to effect such a substitution and release with respect to any Guaranty, Buyer shall indemnify each Seller Group Member against any and all Loss or Expense arising from such Guaranty. Without limiting the foregoing, after the Closing Date, Buyer will not, and will not permit any of its Affiliates to, renew, extend, amend or supplement any contract, lease or other obligation that is covered by a Guaranty without providing Aon with evidence reasonably satisfactory to them that the Guaranty has been released. Any cash or other collateral posted by Aon or its Affiliates in respect of any Guaranty shall be delivered to Aon.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Aon Corp), Stock Purchase Agreement (Ace LTD)
Release of Guaranties. Buyer shall use all reasonable efforts to cause Aon and its Affiliates to be fully released, as of the Closing Date or as promptly as practicable after the Closing Date, in respect of all obligations under any guaranties, letters of credit, letters of comfort, bid bonds or performance or surety bonds or cash or other collateral obtained or given by Aon or its Affiliates relating to any parcel of Leased Real Property or any other contractual commitment of the Company Companies and the Subsidiaries Subsidiaries, including those set forth on Schedule 8.5 (collectively, the “Guaranties”). If Buyer is unable to effect such a substitution and release with respect to any Guaranty, Buyer shall indemnify each Seller Group Member against any and all Loss or Expense arising from such Guaranty. Without limiting the foregoing, after the Closing Date, Buyer will not, and will not permit any of its Affiliates to, renew, extend, or, in a manner adverse to Aon, amend or supplement any contract, lease or other obligation that is covered by a Guaranty that has not previously been released without providing Aon with evidence reasonably satisfactory to them that the Guaranty has been released. Any cash or other collateral posted by Aon or its Affiliates in respect of any released or discharged Guaranty shall be delivered to Aon.
Appears in 1 contract
Samples: Stock Purchase Agreement (Aon Corp)
Release of Guaranties. Buyer shall use all its commercially reasonable efforts to cause Aon and its Affiliates to be fully released, as of the Closing Date or as promptly as practicable after the Closing Date, in respect of all obligations under any guaranties, letters of credit, letters of comfort, bid bonds or performance or surety bonds or cash or other collateral obtained or given by Aon or its Affiliates relating to any parcel of Leased Real Property or any other contractual commitment of the Company Companies (which shall include for the purpose of this Section 8.5, FFG and Combined with respect to the Subsidiaries Transferred Business) (collectively, the “Guaranties”). If If, at or prior to the Closing, after using its commercially reasonable efforts to do so, Buyer is unable to effect such a substitution and release with respect to any Guaranty, from and after the Closing Buyer and the Companies shall indemnify each Seller Group Member against any and all Loss or Expense arising from such Guaranty. Without limiting the foregoing, after the Closing Date, Buyer will not, and will not permit any of its Affiliates to, renew, extend, amend or supplement extend any contract, lease or other obligation that is known by Buyer or any of the Companies to be covered by a Guaranty without providing Aon with evidence reasonably satisfactory to them that obtaining the Guaranty has been releasedrelease thereof. Any cash or other collateral posted by Aon or its Affiliates in respect of any Guaranty shall be delivered to AonAon promptly following the release of Aon therefrom.
Appears in 1 contract
Samples: Purchase Agreement (Aon Corp)