Common use of Further Transfers; Transition Assistance Clause in Contracts

Further Transfers; Transition Assistance. Sellers will execute and deliver such instruments of conveyance and transfer and take such additional action as Buyers may reasonably request to effect, consummate, confirm or evidence the transfer to Buyers of the Purchased Assets, the assumption by Buyers of the Assumed Liabilities and the conduct by Buyers of the Business (including with respect to obtaining and maintaining all licenses, permits, authorizations, accreditations and consents necessary or desirable in connection therewith), and Sellers will execute such documents as may be necessary to assist Buyers in preserving or perfecting its rights in the Purchased Assets and their ability to conduct the Business. Buyers will execute and deliver such instruments of assumption and other document as Sellers may reasonably request to effect, consummate, confirm or evidence the assumption by Buyers of the Assumed Liabilities. Following the Closing, Sellers and Buyers agree to cooperate with each other and to provide each other with all information and documentation reasonably necessary to permit the preparation and filing of all federal, state, local and other Tax Returns with respect to the Business; provided, however, that Sellers and Buyers, as applicable, will reimburse the other for such other Party’s reasonable out-of-pocket expenses in connection therewith. Except as permitted pursuant to Schedule 9.4, Sellers and the Shareholders agree that subsequent to the Closing they will refer all Client and Prospective Client inquiries with respect to the Business to Buyers.

Further Transfers; Transition Assistance. Sellers will Each of Ciprico and Seller shall execute and deliver such further instruments of conveyance and transfer and take such additional action as Buyers Ciprico, Seller or the Principals may reasonably request to effect, consummate, confirm or evidence the transfer to Buyers Ciprico of the Purchased Assets (other than the Retained Assets), the assumption by Buyers Ciprico of the Assumed Liabilities and the conduct by Buyers Ciprico of the Business (including with respect to obtaining and maintaining all licenses, permits, authorizations, accreditations and consents necessary or desirable in connection therewith), and Sellers will Seller shall execute such documents as may be necessary to assist Buyers Ciprico in preserving or perfecting its rights in the Purchased Assets (other than the Retained Assets) and their its ability to conduct the Business. Buyers will execute and deliver such instruments of assumption and other document as Sellers may reasonably request to effect, consummate, confirm or evidence the assumption by Buyers of the Assumed Liabilities. Following the Closing, Sellers Seller and Buyers Ciprico agree to cooperate with each other and to provide each other with all information and documentation reasonably necessary to permit the preparation and filing of all federal, state, local and other Tax Returns with respect to the Business; provided, however, provided that Sellers and Buyers, as applicable, will any party so requesting actions of the other pursuant hereto shall reimburse the other requested party for such other Partyrequested party’s reasonable out-of-pocket expenses in connection therewith. Except as permitted pursuant to Schedule 9.4, Sellers Seller and the Shareholders Principals agree that subsequent to the Closing they will shall refer all Client and Prospective Client customer inquiries with respect to the Business to BuyersCiprico.

Further Transfers; Transition Assistance. Sellers will Seller shall execute and deliver such instruments of conveyance and transfer and take such additional action as Buyers Buyer may reasonably request to effect, consummate, confirm or evidence the transfer to Buyers Buyer of the Purchased Assets, the assumption by Buyers Buyer of the Assumed Liabilities and the conduct by Buyers Buyer of the Business (including with respect to obtaining and maintaining all licenses, permits, authorizations, accreditations and consents necessary or desirable in connection therewith), and Sellers will Seller shall execute such documents as may be necessary to assist Buyers Buyer in preserving or perfecting its rights in the Purchased Assets and their its ability to conduct the Business. Buyers will Buyer shall execute and deliver such instruments of assumption and other document as Sellers Seller may reasonably request to effect, consummate, confirm or evidence the assumption by Buyers Buyer of the Assumed Liabilities. Following the Closing, Sellers Seller and Buyers Buyer agree to cooperate with each other and to provide each other with all information and documentation reasonably necessary to permit the preparation and filing of all federal, state, local and other Tax Returns with respect to the Business; provided, however, provided that Sellers Seller and BuyersBuyer, as applicable, will shall reimburse the other for such other Party’s reasonable out-of-pocket expenses in connection therewith. Except as permitted pursuant to Schedule 9.4, Sellers and the Shareholders agree Seller agrees that subsequent to the Closing they will it shall refer all Client and Prospective Client inquiries with respect to the Business to BuyersBuyer.

Further Transfers; Transition Assistance. Sellers Seller will execute and deliver such instruments of conveyance and transfer and take such additional action as Buyers Buyer may reasonably request to effect, consummate, confirm or evidence the transfer to Buyers Buyer of the Purchased Assets, the assumption by Buyers Buyer of the Assumed Liabilities and the conduct by Buyers Buyer of the Business (including with respect to obtaining and maintaining all licenses, permits, authorizations, accreditations and consents necessary or desirable in connection therewith), and Sellers Seller will execute such documents as may be reasonably necessary to assist Buyers Buyer in preserving or perfecting its rights in the Purchased Assets and their its ability to conduct the Business. Buyers Buyer will execute and deliver such instruments of assumption and other document as Sellers Seller may reasonably request to effect, consummate, confirm or evidence the assumption by Buyers Buyer of the Assumed Liabilities. Following the Closing, Sellers Seller and Buyers Buyer agree to cooperate with each other and to provide each other with all information and documentation reasonably necessary to permit the preparation and filing of all federal, state, local and other Tax Returns with respect to the Business; provided, however, that Sellers Seller and BuyersBuyer, as applicable, will reimburse the other for such other Party’s reasonable out-of-pocket expenses in connection therewith. Except as permitted pursuant to Schedule 9.4, Sellers and the Shareholders agree that subsequent to the Closing they will refer all Client and Prospective Client inquiries with respect to the Business to Buyers.