Common use of Transfer of Assets and Assumption of Liabilities Prior to Effective Time Clause in Contracts

Transfer of Assets and Assumption of Liabilities Prior to Effective Time. Subject to Section 2.1 and Section 2.2(b), Inland American and Xenia agree to take all actions necessary so that, immediately prior to the Effective Time, (i) the Xenia Group will own, to the extent it does not already own, all of the Xenia Assets and none of the Inland American Assets, and (ii) the Xenia Group will be liable for, to the extent it is not already liable for all of the Xenia Liabilities and none of the Inland American Liabilities.

Appears in 2 contracts

Sources: Separation and Distribution Agreement (Xenia Hotels & Resorts, Inc.), Separation and Distribution Agreement (Xenia Hotels & Resorts, Inc.)