Examples of Assigned Contracts and Orders in a sentence
On the Closing Date, Reliant shall assign to Oscient, and Oscient will assume, the Assigned Contracts and Orders to the extent provided in this Agreement and the Other Agreements.
All of the Assigned Contracts and Orders, the Nizatidine Supply Agreement and, solely to the extent related to the Product, the Bundled Contracts (a) are in full force and effect, (b) are valid and binding and are enforceable in accordance with their terms against Reliant and, to Reliant’s Knowledge, all other parties thereto, and (c) in the case of the Assigned Contracts and Orders, are freely assignable to the Purchaser pursuant to this Agreement without the consent of any party thereto.
The Assigned Contracts and Orders, the Lilly Agreement and the Nizatidine Supply Agreement include all of the contracts and agreements to which Reliant is a party that relate primarily or exclusively to the Product Line Operations, other than the Bundled Contracts and the Excluded Contracts.
The Purchaser shall perform and comply with, at the Purchaser’s cost, all of Reliant’s obligations under the Assigned Contracts and Orders as if the Purchaser was Reliant thereunder.
Reliant agrees that after the date hereof, except as specifically permitted by this Agreement, it will not take any action with respect to any Assigned Contracts and Orders that would extend the term of such Assigned Contracts and Orders with respect to any Product, create or agree to any additional obligations with respect to any Product or change the pricing under any of the existing Assigned Contracts and Orders.
With respect to all consents other than the Required Consents, to the extent that the assignment of all or any portion of any of the Assigned Contracts and Orders shall require the consent of the other party thereto or any other third party that has not been obtained prior to the Closing Date, this Agreement shall not constitute an agreement to assign any such Assigned Contract or Order if an attempted assignment without any such consent would constitute a breach or violation thereof.
Oscient further agrees that no covenant of Reliant contained herein shall be breached or deemed breached, no condition to Oscient’s obligations to close the transactions contemplated by this Agreement shall be deemed not satisfied as a result of the failure to obtain any consent under the Assigned Contracts and Orders other than the Required Consents.
In connection with clause (iii) of this Section 2.5(a), if reasonably requested by the Purchaser, Reliant shall seek to enforce for the benefit of the Purchaser all claims or rights of Reliant arising under the applicable Assigned Contracts and Orders.
Oscient shall perform and comply with, at Oscient’s cost, all of Reliant’s obligations under the Assigned Contracts and Orders.
Reliant has delivered or made available to Parent true, correct and complete copies of all Assigned Contracts and Orders, the Settlement and the Ethypharm Agreement.