Common use of Collection of Accounts Receivable Clause in Contracts

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Parties shall be entitled to control all collection actions related to the Chaparral Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Party in respect of services rendered by any TXI Party, or any TXI Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business or other amounts due any Chaparral Party in respect of services rendered by any Chaparral Party, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Chaparral Steel CO), Separation and Distribution Agreement (Chaparral Steel CO)

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Collection of Accounts Receivable. (a) Following the Distribution, the TXI Parties TSC shall be entitled to control all collection actions related to the Retained Business and the Chaparral Parties shall be entitled to control all collection actions related to the Chaparral BusinessAssets, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) eLoyalty shall be entitled to control all collection actions related to the Transferred Assets, including the determination of what actions are necessary or appropriate and when and how to take any such action. (c) If, after the DistributionDistribution Date, any Chaparral Party eLoyalty shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business Assets or other amounts due any TXI Party TSC in respect of services rendered by any TXI PartyTSC after the Distribution Date, or any TXI Party TSC shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business Transferred Assets or other amounts due any Chaparral Party eLoyalty in respect of services rendered by any Chaparral PartyeLoyalty after the Distribution Date, such Party shall receive and deposit the after-tax amount of such remittance and hold the same for the benefit of deliver cash in an amount equal thereto to the other Party, increased by any actual tax benefit derived by such Party as a result of payment to such other Party (with such tax benefit determined pursuant to Section 12.5(d)) as soon as practicable and, in any event, within five (5) business days of receiving such remittance. The Parties shall reconcile any amounts held due and owed under this Section 6.5 7.7 on a weekly daily basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (cd) Each Party shall deliver to the other such schedules and other information with respect to the accounts receivable included in the Transferred Assets and those not included therein as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivablereceivable (whether or not Transferred Assets). Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 2 contracts

Samples: Reorganization Agreement (Eloyalty Corp), Reorganization Agreement (Eloyalty Corp)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Dxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral TreeHouse Parties shall be entitled to control all collection actions related to the Chaparral BusinessTransferred Businesses (except for accounts receivable arising out of or produced by the MochaMix®, SecondNature® and foodservice dressings businesses, for which, in each case, the collection and remittance to TreeHouse will be performed by Dxxx in accordance with the terms of the Transition Services Agreement), in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral TreeHouse Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Dxxx Party in respect of services rendered by any TXI PartyDxxx Party after the Distribution, or any TXI Dxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business Transferred Businesses or other amounts due any Chaparral TreeHouse Party in respect of services rendered by any Chaparral PartyTreeHouse Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly monthly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Distribution Agreement (Dean Foods Co/)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Parties VIGC shall be entitled to control all collection actions related to the Retained Business and the Chaparral Parties shall be entitled to control all collection actions related to the Chaparral BusinessAssets, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) VYGP shall be entitled to control all collection actions related to the Transferred Assets, including the determination of what actions are necessary or appropriate and when and how to take any such action. (c) If, after the DistributionDistribution Date, any Chaparral Party VYGP shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business Assets or other amounts due any TXI Party VIGC in respect of services rendered by any TXI PartyVIGC after the Distribution Date, or any TXI Party VIGC shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business Transferred Assets or other amounts due any Chaparral Party VYGP in respect of services rendered by any Chaparral PartyVYGP after the Distribution Date, such Party shall receive and deposit the after-tax amount of such remittance and hold the same for the benefit of deliver cash in an amount equal thereto to the other Party, increased by any actual tax benefit derived by such Party as a result of payment to such other Party (with such tax benefit determined pursuant to Section 12.5(d)) as soon as practicable and, in any event, within five (5) business days of receiving such remittance. The Parties shall reconcile any amounts held due and owed under this Section 6.5 7.7 on a weekly daily basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (cd) Each Party shall deliver to the other such schedules and other information with respect to the accounts receivable included in the Transferred Assets and those not included therein as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivablereceivable (whether or not Transferred Assets). Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Reorganization Agreement (Voyager Group Inc/Ca/)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Parties shall be entitled to control all collection actions related to the Chaparral Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Party in respect of services rendered by any TXI PartyParty after the Distribution, or any TXI Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business or other amounts due any Chaparral Party in respect of services rendered by any Chaparral PartyParty after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.accounts

Appears in 1 contract

Samples: Separation and Distribution Agreement (Chaparral Steel CO)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Xxxxxxxx-Xxxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Halyard Parties shall be entitled to control all collection actions related to the Chaparral Halyard Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Halyard Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Xxxxxxxx-Xxxxx Party in respect of services rendered by any TXI PartyXxxxxxxx-Xxxxx Party after the Distribution, or any TXI Xxxxxxxx-Xxxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Halyard Business or other amounts due any Chaparral Halyard Party in respect of services rendered by any Chaparral PartyHalyard Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable. (d) Notwithstanding anything to the contrary in this Section 6.5, but subject to Section 6.5(e), with respect to the Retained Receivables, the Xxxxxxxx-Xxxxx Parties shall process and seek to collect payment on such Retained Receivables in the ordinary course of business, consistent with past practice. If any such Retained Receivable becomes more than 60 days past due, Xxxxxxxx-Xxxxx shall provide written notice thereof to Halyard and Halyard shall promptly elect to either (i) purchase such past due Retained Receivable from Xxxxxxxx-Xxxxx for a purchase price equal to the full amount of such past due Retained Receivable, or (ii) authorize Xxxxxxxx-Xxxxx to undertake formal collection efforts at Xxxxxxxx-Xxxxx’x expense. Halyard shall provide to Xxxxxxxx-Xxxxx written notice of Halyard’s election under this Section 6.5 within five (5) days following Halyard’s receipt of the written notice from Xxxxxxxx-Xxxxx referenced above. If Halyard fails to timely provide such written notice, it shall be deemed to have elected the option set forth in (d)(ii) above. Halyard shall promptly reimburse Xxxxxxxx-Xxxxx for any amount by which the amount paid in respect of any Retained Receivable is reduced by any Rebate. (e) Notwithstanding the provisions of Section 6.5(d), Xxxxxxxx-Xxxxx shall have the right to factor that certain receivable between Xxxxxxxx-Xxxxx Brasil Industria e Comercio de Produtos de Higiene Ltda and CINCO - CONFIANCA INDUSTRIA E COMERCIO LTDA (the “Brazil Receivable”). In the event that Xxxxxxxx-Xxxxx elects to factor such receivable, the terms of Section 6.5(d) shall not apply to any future collection efforts with respect to such Receivable.

Appears in 1 contract

Samples: Distribution Agreement (Halyard Health, Inc.)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Dxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral TreeHouse Parties shall be entitled to control all collection actions related to the Chaparral BusinessTransferred Businesses (except for (i) accounts receivable created prior to March 31, 2005 and (ii) accounts receivable arising out of or produced by the MochaMix®, SecondNature® and foodservice dressings businesses, for which, in each case, the collection and remittance to TreeHouse will be performed by Dxxx in accordance with the terms of the Transition Services Agreement), in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral TreeHouse Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Dxxx Party in respect of services rendered by any TXI PartyDxxx Party after the Distribution, or any TXI Dxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business Transferred Businesses or other amounts due any Chaparral TreeHouse Party in respect of services rendered by any Chaparral PartyTreeHouse Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly monthly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Distribution Agreement (TreeHouse Foods, Inc.)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Parties Aon and its Subsidiaries shall be entitled to control all collection actions related to the Retained Business and the Chaparral Parties Combined Specialty and its Subsidiaries shall be entitled to control all collection actions related to the Chaparral Combined Specialty Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Party Combined Specialty or one of its Subsidiaries shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Party Aon or its Subsidiaries in respect of services rendered by any TXI PartyAon or its Subsidiaries after the Distribution, or any TXI Party Aon or one of its Subsidiaries shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Combined Specialty Business or other amounts due any Chaparral Party Combined Specialty or its Subsidiaries in respect of services rendered by any Chaparral PartyCombined Specialty or its Subsidiaries after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 SECTION 6.7 on a weekly monthly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five (5) business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Distribution Agreement (Combined Specialty Corp)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Kxxxxxxx-Xxxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Neenah Parties shall be entitled to control all collection actions related to the Chaparral Neenah Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Neenah Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Kxxxxxxx-Xxxxx Party in respect of services rendered by any TXI PartyKxxxxxxx-Xxxxx Party after the Distribution, or any TXI Kxxxxxxx-Xxxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Neenah Business or other amounts due any Chaparral Neenah Party in respect of services rendered by any Chaparral PartyNeenah Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 6.7 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Distribution Agreement (Neenah Paper Inc)

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Collection of Accounts Receivable. (a) Following the Distribution, the TXI Xxxxxxxx-Xxxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Halyard Parties shall be entitled to control all collection actions related to the Chaparral Halyard Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Halyard Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Xxxxxxxx-Xxxxx Party in respect of services rendered by any TXI PartyXxxxxxxx-Xxxxx Party after the Distribution, or any TXI Xxxxxxxx-Xxxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Halyard Business or other amounts due any Chaparral Halyard Party in respect of services rendered by any Chaparral PartyHalyard Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable. (d) Notwithstanding anything to the contrary in this Section 6.5, with respect to the Retained Receivables, the Xxxxxxxx-Xxxxx Parties shall process and seek to collect payment on such Retained Receivables in the ordinary course of business, consistent with past practice. If any such Retained Receivables becomes more than 60 days past due, Xxxxxxxx-Xxxxx shall provide written notice thereof to Halyard and Halyard shall promptly elect to either (i) purchase such past due Retained Receivable from Xxxxxxxx-Xxxxx for a purchase price equal to the full amount of such past due Retained Receivable, or (ii) authorize Xxxxxxxx-Xxxxx to undertake formal collection efforts at Xxxxxxxx-Xxxxx’x expense. Halyard shall provide to Xxxxxxxx-Xxxxx written notice of Halyard’s election under this Section 6.5 within five (5) days following Halyard’s receipt of the written notice from Xxxxxxxx-Xxxxx referenced above. If Halyard fails to timely provide such written notice, it shall be deemed to have elected the option set forth in (d)(ii) above. Halyard shall promptly reimburse Xxxxxxxx-Xxxxx for any amount by which the amount paid in respect of any Retained Receivable is reduced by any Rebate.

Appears in 1 contract

Samples: Distribution Agreement (Halyard Health, Inc.)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Xxxxxxxx-Xxxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Halyard Parties shall be entitled to control all collection actions related to the Chaparral Halyard Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Halyard Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Xxxxxxxx-Xxxxx Party in respect of services rendered by any TXI PartyXxxxxxxx-Xxxxx Party after the Distribution, or any TXI Xxxxxxxx-Xxxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Halyard Business or other amounts due any Chaparral Halyard Party in respect of services rendered by any Chaparral PartyHalyard Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable. (d) Notwithstanding anything to the contrary in this Section 6.5, with respect to the Retained Receivables, the Xxxxxxxx-Xxxxx Parties shall process and seek to collect payment on such Retained Receivables in the ordinary course of business, consistent with past practice. If any such Retained Receivables becomes more than 60 days past due, Xxxxxxxx-Xxxxx shall provide written notice thereof to Halyard and Halyard shall promptly elect to either (i) purchase such past due Retained Receivable from Xxxxxxxx-Xxxxx for a purchase price equal to the full amount of such past due Retained Receivable, or (ii) authorize Xxxxxxxx-Xxxxx to undertake formal collection efforts at Xxxxxxxx-Xxxxx’x expense. Halyard shall provide to Xxxxxxxx-Xxxxx written notice of Halyard’s election under this Section 6.5 within five (5) days following Halyard’s receipt of the written notice from Xxxxxxxx-Xxxxx referenced above. If Halyard fails to timely provide such written notice, it shall be deemed to have elected the option set forth in (d)(ii) above.

Appears in 1 contract

Samples: Distribution Agreement (Halyard Health, Inc.)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Xxxxxxxx-Xxxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Neenah Parties shall be entitled to control all collection actions related to the Chaparral Neenah Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) If, after the Distribution, any Chaparral Neenah Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Xxxxxxxx-Xxxxx Party in respect of services rendered by any TXI PartyXxxxxxxx-Xxxxx Party after the Distribution, or any TXI Xxxxxxxx-Xxxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Neenah Business or other amounts due any Chaparral Neenah Party in respect of services rendered by any Chaparral PartyNeenah Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 6.7 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (c) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Distribution Agreement (Neenah Paper Inc)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Parties TSC shall be entitled to --------------------------------- control all collection actions related to the Retained Business and the Chaparral Parties shall be entitled to control all collection actions related to the Chaparral BusinessAssets, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (b) eLoyalty shall be entitled to control all collection actions related to the Transferred Assets, including the determination of what actions are necessary or appropriate and when and how to take any such action. (c) If, after the DistributionDistribution Date, any Chaparral Party eLoyalty shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business Assets or other amounts due any TXI Party TSC in respect of services rendered by any TXI PartyTSC after the Distribution Date, or any TXI Party TSC shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Business Transferred Assets or other amounts due any Chaparral Party eLoyalty in respect of services rendered by any Chaparral PartyeLoyalty after the Distribution Date, such Party shall receive and deposit the after-tax amount of such remittance and hold the same for the benefit of deliver cash in an amount equal thereto to the other Party, increased by any actual tax benefit derived by such Party as a result of payment to such other Party (with such tax benefit determined pursuant to Section 12.5(d)) as soon as practicable and, in --------------- any event, within five (5) business days of receiving such remittance. The Parties shall reconcile any amounts held due and owed under this Section 6.5 7.7 on a weekly ----------- daily basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (cd) Each Party shall deliver to the other such schedules and other information with respect to the accounts receivable included in the Transferred Assets and those not included therein as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivablereceivable (whether or not Transferred Assets). Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Reorganization Agreement (Technology Solutions Company)

Collection of Accounts Receivable. (a) Following the Distribution, the TXI Kxxxxxxx-Xxxxx Parties shall be entitled to control all collection actions related to the Retained Business and the Chaparral Neenah Parties shall be entitled to control all collection actions related to the Chaparral Neenah Business, in each case including the determination of what actions are necessary or appropriate and when and how to take any such action. (ba) If, after the Distribution, any Chaparral Neenah Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Retained Business or other amounts due any TXI Kxxxxxxx-Xxxxx Party in respect of services rendered by any TXI PartyKxxxxxxx-Xxxxx Party after the Distribution, or any TXI Kxxxxxxx-Xxxxx Party shall receive any remittance from any account debtors with respect to the accounts receivable arising out of the Chaparral Neenah Business or other amounts due any Chaparral Neenah Party in respect of services rendered by any Chaparral PartyNeenah Party after the Distribution, such Party shall receive and deposit such remittance and hold the same for the benefit of the other Party. The Parties shall reconcile any amounts held under this Section 6.5 6.7 on a weekly basis, with the difference between the amounts held by each Party for the benefit of the other being settled by a cash payment to be made as soon as practicable following such reconciliation and, in any event, no later than five business days following the completion of such reconciliation. (cb) Each Party shall deliver to the other such schedules and other information with respect to accounts receivable as each shall reasonably request from time to time in order to permit such Parties to reconcile their respective records and to monitor the collection of all accounts receivable. Each Party shall afford the other reasonable access to its books and records relating to any accounts receivable.

Appears in 1 contract

Samples: Distribution Agreement (Neenah Paper Inc)

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