Sublease and Subcontract Sample Clauses

Sublease and Subcontract. For a period of sixty (60) days after the Closing Date (the “Transition Period”), Sellers shall, as applicable, sublease or subcontract to Purchaser the contracts and leases set forth on Schedule 8.10 (the “Transition Agreements”) and subcontract to Purchaser during the Transition Period the provision of such utilities and other services reasonably necessary and useful to conduct the Business as determined by Purchaser in its sole discretion (the “Subcontracted Services”), in order to transition the Purchased Assets to Purchaser. Not less than six (6) Business Days before the Closing Date, the Purchaser shall provide a schedule setting forth the Subcontract Services (the “Schedule of Subcontracted Services”). Not more than three (3) Business Days after actually receiving the Schedule of Subcontracted Services, Sellers shall provide Purchaser with a schedule setting forth the estimated costs that Sellers will likely accrue or incur under or on account of the Transition Agreements and the Subcontracted Services during the Transition Period (the “Estimated Transition Costs”). Purchaser shall be liable for and shall pay within two (2) Business Days of notice thereof from Sellers or their agent, representative or designee any actual Transition Costs incurred under the Transition Agreements and Subcontracted Services during the Transition Period. During the Transition Period, Sellers shall not seek to reject or terminate any of the Transition Agreements or the Subcontracted Services except to the extent that any such rejection or termination becomes effective after the end of the Transition Period. During the Transition Period, Sellers shall, at the expense and request of Purchaser and to the extent they continue as debtors in possession, object to or challenge any motion or other attempt to reject, terminate, suspend or modify the Transition Agreements or the Subcontracted Services except to the extent that any such rejection, termination, suspension or modification becomes effective after the end of the Transition Period.