Common use of Acquired Assets and Assumed Liabilities Clause in Contracts

Acquired Assets and Assumed Liabilities. Without limiting the scope of Acquired Assets and Assumed Liabilities contemplated by Sections 1.03 and 1.04 of the Original Transaction Agreement, (i) all of the Contracts and other Assets of TFG or any other member of Seller Group set forth on Exhibit A hereto that would not constitute Acquired Assets under the Original Transaction Agreement (the “TFG Acquired Assets”) will constitute Acquired Assets for purposes of the Transaction Agreement and (ii) any and all Liabilities of Seller and each of its Subsidiaries to the extent arising out of, relating to or otherwise in respect of the ownership or use of the TFG Acquired Assets, solely to the extent such Liabilities arise out of or relate to the ownership, occupancy or use of the TFG Acquired Assets after the TFG Closing Date (the “TFG Assumed Liabilities”), will constitute Assumed Liabilities for purposes of the Transaction Agreement, including for purposes of Article VII of the Transaction Agreement.

Acquired Assets and Assumed Liabilities. Without limiting the scope of Acquired Assets and Assumed Liabilities contemplated by Sections 1.03 and 1.04 of the Original Transaction Agreement, (i) all of the Contracts and other Assets of TFG or any other member of Seller Group set forth on Exhibit A hereto that would not constitute Acquired Assets under the Original Transaction Agreement (the “TFG Acquired Assets”) will constitute Acquired 1 Assets for purposes of the Transaction Agreement and (ii) any and all Liabilities of Seller and each of its Subsidiaries to the extent arising out of, relating to or otherwise in respect of the ownership or use of the TFG Acquired Assets, solely to the extent such Liabilities arise out of or relate to the ownership, occupancy or use of the TFG Acquired Assets after the TFG Closing Date (the “TFG Assumed Liabilities”), will constitute Assumed Liabilities for purposes of the Transaction Agreement, including for purposes of Article VII of the Transaction Agreement.