Equatorial Guinea Receivable Sample Clauses

Equatorial Guinea Receivable. For a period of two (2) years following the Closing, Buyer shall, and shall cause the Sold Companies to, use commercially reasonable efforts to collect balances due on the Equatorial Guinea Receivable. Buyer shall not, and shall not permit the Sold Companies to, settle, compromise or agree to reduce the face amount of such receivable without the prior written consent of Seller (which will not be unreasonably withheld). For a period of sixty (60) days, commencing at the end of such two (2) year period, Buyer shall have the right to require Seller to purchase the Equatorial Guinea Receivable for a cash purchase price equal to 50% of the then uncollected face amount of the Equatorial Guinea Receivable; provided, that the total amount payable by Seller for the Equatorial Guinea Receivable pursuant to this Section 5.34 shall not exceed $2.5 million. Seller shall use commercially reasonable efforts to cooperate with Buyer to facilitate Buyer's collection efforts with respect to the Equatorial Guinea Receivable, and shall also promptly remit to Buyer any payments received in respect of the Equatorial Guinea Receivable during such two (2)-year period. Seller shall not be required to incur any costs to comply with its cooperation obligation in the preceding sentence. At closing of the purchase, Buyer shall and shall cause the applicable Sold Company to execute and deliver to Seller all instruments as shall be reasonably necessary to effectively vest in Seller all of the right, title and interest of Buyer and the Sold Companies with respect to any uncollected portion of the Equatorial Guinea Receivable purchased by Buyer pursuant to this Section 5.34. Following such purchase until the two (2)-year anniversary thereof, Buyer shall and shall cause the Sold Companies to use commercially reasonable efforts to cooperate with Seller to facilitate Buyer's collection efforts with respect to the purchased Equatorial Guinea Receivable, and shall also promptly remit and cause the Sold Companies promptly to remit to Seller any payments received in respect of such Equatorial Guinea Receivable during such two (2)-year period. Buyer and its Affiliates (including the Sold Companies) shall not be required to incur any costs to comply with the preceding sentence.