Assistance in Collecting Certain Amounts. From and after the Closing, Purchaser shall use commercially reasonable efforts to assist, cooperate with and consult with Seller and its Affiliates in connection with Seller’s and each Divesting Entity’s collection of all Accounts Receivables and other miscellaneous receivables related to the Products, including those that are not evidenced by instruments or invoices, existing as of the Closing and relating to the Products sold by Seller or such Divesting Entity prior to the Closing, and Purchaser shall remit promptly to Seller any payments or other sums received by Purchaser that are in respect of Accounts Receivable or that otherwise are Excluded Assets or properly for the account of Seller or any Divesting Entity. If, after the Closing, Seller or any Divesting Entity wishes to make a claim or otherwise take action with respect to any Excluded Asset or any Retained Liability, Purchaser shall, and shall cause its Affiliates to use commercially reasonable efforts to assist and cooperate with Seller or any such Divesting Entity with respect to such actions. From and after the Closing, Seller shall, and shall cause the Divesting Entities to, use commercially reasonable efforts to assist, cooperate with and consult with Purchaser in connection with Purchaser’s collection of all trade accounts and notes receivable and other miscellaneous receivables related to the Products sold after the Closing, including those that are not evidenced by instruments or invoices, and Seller shall, and shall cause its Affiliates to, remit promptly to Purchaser any payments or other sums received by Seller or any of its Affiliates after the Closing and relating to the Products sold after the Closing or amounts that are otherwise Purchased Assets. If, after the Closing, Purchaser wishes to make a claim or otherwise take action with respect to any Purchased Asset or any Assumed Liability, Seller shall, and shall cause its Affiliates to, use commercially reasonable efforts to assist and cooperate with Purchaser with respect to such actions. Seller shall reimburse Purchaser for all reasonable out-of-pocket expenses incurred by Purchaser and its Affiliates in complying with this Section 7.8, and Purchaser shall promptly reimburse Seller for all reasonable out-of-pocket expenses incurred by Seller and each Divesting Entity in complying with its obligations under this Section 7.8.
Assistance in Collecting Certain Amounts. From and after the Closing Date, Purchaser shall remit promptly to Seller any payments or other sums received by Purchaser that relate to any sales, shipments or other matters occurring before the Closing Date or that otherwise are properly for Seller’s account.
Assistance in Collecting Certain Amounts. 22 Section 8.07 Handling of Product Inventory......................22 Section 8.08 Differentiation of Product.........................23 Section 8.09
Assistance in Collecting Certain Amounts. If, after the Closing Date, Seller or any Affiliate of Seller shall wish to make a claim or otherwise take action with respect to an Excluded Asset or an Excluded Liability, Buyer shall reasonably assist, cooperate and consult with Seller or such Affiliate of Seller with respect to such action and shall remit promptly to Seller or such Affiliate of Seller any payments or other sums received by Buyer that relate thereto. Seller and any Affiliate of Seller shall remit promptly to Buyer any payments or other sums received by Seller or any Affiliate of Seller after the Closing Date that relate to any Acquired Asset or Assumed Liability.
Assistance in Collecting Certain Amounts. (a) For a period of twelve (12) months after the Closing Date, Purchaser shall use its commercially reasonable efforts to assist, cooperate with and consult with the Sellers and their respective Affiliates, and the Sellers shall consult with Purchaser in connection with the Sellers’ and their respective Affiliates’ (i) collection of all Accounts Receivable related to any Product, including those that are not evidenced by instruments or invoices, existing as of the Closing, and Purchaser shall remit promptly to the Sellers any payments or other sums received by Purchaser that constitute Excluded Assets and (ii) payment of all accounts payable related to any Product, including those that are not evidenced by instruments or invoices, existing as of the Closing. Each of the Sellers shall, and shall cause its Affiliates to, remit promptly to Purchaser any payments or other sums received by any of the Sellers or their respective Affiliates after the Closing and relating to any Product sold by or on behalf of Purchaser after the Closing or that otherwise constitute Acquired Assets.
Assistance in Collecting Certain Amounts. From and after the Closing Date, Buyer shall remit promptly to Sellers any payments or other sums received by Buyer that relate to any sales, shipments or other matters occurring before the Closing Date or that otherwise are properly for the account of Sellers. Sellers will pay Buyer for its reasonable out-of-pocket expenses incurred for Buyer's efforts hereunder. Sellers shall, and shall cause its Affiliates to, remit promptly to Buyer any payments or other sums received by Sellers after the Closing Date that relate to any sales or shipments made by Buyer after the Closing Date and Sellers shall use reasonable efforts to transmit to Buyer all written inquiries or orders, and to refer to Buyer all oral inquiries or orders, relating to the Business (to the extent relating to operations thereof following the Closing) that are received by Sellers following the Closing Date; provided that Buyer promptly shall reimburse Sellers for all reasonable out of pocket expenses incurred by Sellers in complying with Sellers' obligations under this Section 8.11.
Assistance in Collecting Certain Amounts. 60 6.13. Differentiation Between Products of the Sellers and the Purchaser........................... 61 6.14. Certain Financial Information............................................................... 61 6.15. Intangible Property......................................................................... 61 6.16.
Assistance in Collecting Certain Amounts. The Purchaser shall remit promptly to UDG, for the benefit of the Sellers, any payments or other sums received by the Purchaser that relate to any sales, shipments, or other matters occurring on or before the Closing Date or that otherwise are properly for the account of the Sellers. If, after the Closing Date, the Sellers shall wish to make a claim or otherwise take action under an Assigned Contract with respect to a liability of the Sellers that is not an Assumed Liability, or if the Sellers shall request the Purchaser's assistance in collecting accounts receivable of the Sellers from the Distributors, the Purchaser shall assist, cooperate, and consult with the Sellers with respect to such action and shall remit promptly to UDG, for the benefit of the Sellers, any payments or other sums received by the Purchaser that relate thereto. The Sellers shall remit promptly to the Purchaser any payments or other sums received by the Sellers after the Closing Date that relate to any sales or shipments made by or are otherwise properly for the account of the Purchaser.
Assistance in Collecting Certain Amounts. 20 SECTION 8.06
Assistance in Collecting Certain Amounts. Seller shall remit as promptly as commercially practicable to Buyer any payments or other sums received by Seller on or after the Closing Date that relate to any sales or shipments of the Products made by Buyer on or after the Closing Date and Seller shall use reasonable efforts to transmit to Buyer all written inquiries or orders, and to refer to Buyer all oral inquiries or orders, relating to the Business (to the extent relating to operations thereof following the Closing) that are received by Seller on or after the Closing Date. From and after the Closing Date, Buyer shall, and shall cause its Affiliates to, promptly deliver to Seller any payments or other sums received from third parties that relate to any sales or shipments of the Products made by Seller before the Closing Date.
