Common use of Mail Received After Closing Clause in Contracts

Mail Received After Closing. (a) In the event that the Buyer receives after the Closing any mail or other communications addressed to the Seller, the Buyer may open such mail or other communications and deal with the contents thereof in its discretion to the extent that such mail or other communications and the contents thereof relate to the Business or any of the Transferred Assets or to any of the Assumed Liabilities, including the right to endorse without recourse the name of the Seller on any check received by the Buyer with respect to the Business or the Transferred Assets, and to deal with the proceeds in accordance with the terms of this Agreement. The Buyer agrees to deliver promptly or cause to be delivered to the Seller all other mail and the contents thereof which does not relate to the Transferred Assets or the Assumed Liabilities. (b) In the event that the Seller or its Affiliates receives after the Closing Date mail or other communications addressed to the Seller or its Affiliates which relates to the Business, any of the Transferred Assets or any of the Assumed Liabilities, the Seller or its Affiliates shall promptly deliver or cause to be delivered all such mail and the contents thereof to the Buyer. The Seller and its Affiliates agree to cooperate with the Buyer and to make arrangements (including "lock box" and other banking arrangements) reasonably necessary in order to properly deal with checks addressed to the Seller or its Affiliates but which belong to the Buyer pursuant to this Agreement, and to properly direct the proceeds thereof to the Buyer.

Appears in 2 contracts

Samples: Asset Purchase Agreement (P Com Inc), Asset Purchase Agreement (Paradyne Networks Inc)

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Mail Received After Closing. On and after the Closing: (a) In the event that the Buyer receives after the Closing any mail or other communications addressed to the Seller, the Buyer may open such all mail or other communications received by it and addressed to the Seller and the Buyer may deal with the contents thereof in its discretion to the extent that such mail and the contents thereof relate in a material way to the Business, the Acquired Assets or other communications any of the Assumed Liabilities; and (b) Seller may open all mail received by it and addressed to the Seller and the Seller may deal with the contents thereof in its discretion to the extent that such mail and the contents thereof relate to the Business or any businesses of the Transferred Seller other than the Business (the "Retained Businesses") or to the Excluded Assets or to any of the liabilities which are not Assumed Liabilities, including the right to endorse without recourse the name of the Seller on any check received by the Buyer with respect to the Business or the Transferred Assets, and to deal with the proceeds in accordance with the terms of this Agreement. The Buyer agrees to deliver promptly or cause to be delivered to the Seller all other mail and the contents thereof which does but not relate to the Transferred Assets or the Assumed Liabilities. (b) In the event that the Seller or its Affiliates receives after the Closing Date mail or other communications addressed to the Seller or its Affiliates which relates to the Business, any of the Transferred Acquired Assets or any of the Assumed Liabilities. The Buyer agrees to deliver, the Seller or its Affiliates shall promptly deliver or to cause to be delivered delivered, promptly to the Seller all other mail received which is addressed to Seller to the extent such mail and the contents thereof do not relate to the BuyerBusiness, the Acquired Assets or the Assumed Liabilities. The Seller and its Affiliates agree agrees to cooperate with deliver, or to cause to be delivered, promptly to the Buyer and to make arrangements (including "lock box" and all other banking arrangements) reasonably necessary in order to properly deal with checks mail received which is addressed to the Seller or its Affiliates but which belong to the Buyer pursuant to this Agreement, extent such mail and to properly direct the proceeds contents thereof relate to the BuyerBusiness, the Acquired Assets or the Assumed Liabilities. Each of the Buyer and the Seller hereby agrees, on and after the Closing, to provide the other with copies of all mail and other material information which relate both to: (i) the Acquired Assets or the Assumed Liabilities; and (ii) the Retained Businesses, the Excluded Assets or liabilities which are not Assumed Liabilities, reasonably redacted for confidential information as determined by the delivering party.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Safety Razor Co)

Mail Received After Closing. (a) In Following the event that the Buyer receives after the Closing any date hereof, Buyers may receive and open all mail or other communications addressed to Sellers at the SellerLeased Real Property and, the Buyer may open such mail or other communications and deal with the contents thereof in its discretion to the extent that such mail or other communications and the contents thereof relate to the Business or Purchased Assets (and not to any of the Transferred Excluded Assets or to any of the Assumed Excluded Liabilities), including the right to endorse without recourse the name of the Seller on any check received by the Buyer with respect to the Business or the Transferred Assets, and to deal with the proceeds in accordance with contents thereof at its discretion. From and after the terms of this Agreement. The Buyer agrees to deliver date hereof, (i) Sellers shall promptly forward or cause to be delivered forwarded to Xxxxxx any mail received by Sellers that relates to the Seller all other mail and the contents thereof which does not relate to the Transferred Purchased Assets or the Assumed Obligations and (ii) Buyers shall promptly forward or cause to be forwarded to the applicable Seller any mail received by any Buyer or any of its subsidiaries that relates to the Excluded Assets or the Excluded Liabilities. (b) In Sellers hereby grant to Buyers the event that power, right and authority, coupled with an interest, to receive, endorse, cash, deposit, and otherwise deal with, in the Seller or its Affiliates receives after name of Sellers, any checks, drafts, documents and instruments evidencing payment of any accounts receivable included in the Closing Date mail or other communications addressed Purchased Assets and which are payable to, payable to the Seller order of, or its Affiliates which relates to the Businessendorsed in favor of, any of the Transferred Assets Sellers or any agent of the Assumed Liabilities, the Seller or its Affiliates shall Sellers. (c) Sellers agree promptly deliver to endorse and pay over or cause to be delivered all such mail endorsed and the contents thereof paid over to the applicable Buyer, without deduction or offset, the full amount of any payment received by Sellers after the Closing constituting Purchased Assets. The Seller Buyers agree promptly to endorse and its Affiliates agree pay over or cause to cooperate with the Buyer be endorsed and to make arrangements (including "lock box" and other banking arrangements) reasonably necessary in order to properly deal with checks addressed paid over to the Seller applicable Seller, without deduction or offset, the full amount of any payment received by any Buyer or any of its Affiliates but which belong to subsidiaries after the Buyer pursuant to this Agreement, and to properly direct the proceeds thereof to the BuyerClosing constituting Excluded Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tasker Capital Corp)

Mail Received After Closing. (a) In the event that the Buyer receives after the Closing any mail or other communications addressed to any of the SellerSellers, the Buyer may open such mail or other communications and deal with the contents thereof in its discretion to the extent that such mail or other communications and the contents thereof relate to the Business or any of the Transferred Assets or to any of the Assumed Liabilities, including the right to endorse without recourse the name of the Seller Sellers on any check received by the Buyer with respect to the Business or the Transferred Assets, and to deal with the proceeds in accordance with the terms of this Agreement. The Buyer agrees to deliver promptly or cause to be delivered to the Seller Sellers all other mail and the contents thereof which does not relate to the Transferred Assets or the Assumed Liabilities. (b) In the event that the Seller or its Affiliates receives Sellers receive after the Closing Date mail or other communications addressed to the Seller or its Affiliates Sellers which relates to the Business, Business or any of the Transferred Assets or any of the Assumed Liabilities, the Seller or its Affiliates Sellers shall promptly deliver or cause to be delivered all such mail and the contents thereof to the Buyer. The Seller and its Affiliates Sellers agree to cooperate with the Buyer and to make arrangements (including "β€œlock box" ” and other banking arrangements) reasonably necessary in order to properly deal with checks addressed to the Seller or its Affiliates Sellers but which belong to the Buyer pursuant to this Agreement, and to properly direct the proceeds thereof to the Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paradyne Networks Inc)

Mail Received After Closing. (a) In the event that the Buyer Purchaser receives after the Closing Time any mail or other communications addressed to the Seller, the Buyer Purchaser may open such mail or other communications and deal with the contents thereof in its discretion to the extent that such mail or other communications and the contents thereof relate to the Business or any of the Transferred Assets or to any the operation of the Assumed LiabilitiesBusiness by Purchaser; provided, including however, that Purchaser shall provide Seller with copies of any such communications which do not relate exclusively to the right to endorse without recourse Transferred Assets or the name operation of the Seller on any check received Business by the Buyer with respect to the Business or the Transferred Assets, and to deal with the proceeds in accordance with the terms of this AgreementPurchaser. The Buyer Purchaser agrees to promptly deliver promptly or cause to be delivered to the Seller all other mail and the contents thereof which does do not relate to the Transferred Assets or the Assumed Liabilitiesoperation of the Business by Purchaser. (b) In the event that the Seller or its Affiliates receives after the Closing Date mail or other communications addressed to the Seller or its Affiliates which relates relate to the Business, any of the Transferred Assets or any the operation of the Assumed LiabilitiesBusiness by Purchaser, the Seller or its Affiliates shall shall, after examining such communications, promptly deliver or cause to be delivered all such mail and the contents thereof to the BuyerPurchaser. The Seller and its Affiliates agree agrees to cooperate with the Buyer Purchaser and to make arrangements (including "lock box" and other banking arrangements) reasonably necessary in order to deal properly deal with checks addressed to the Seller or its Affiliates but which belong to the Buyer Purchaser pursuant to this Agreement, and to properly and promptly direct the proceeds thereof to Purchaser. Purchaser shall promptly inform all of the Buyerparties to the Assigned Contracts and the customers of and the suppliers to the Business, of the new address of the Business being carried on by Purchaser. (c) The Parties will cooperate with each other with respect to the matters covered by this Section 6.10 to enable each such Party to obtain such information as it requires to conduct its business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Genicom Corp)

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Mail Received After Closing. (a) In the event that the Buyer receives after the Closing any mail or other communications addressed to the Seller, the Buyer may open such mail or other communications and deal with the contents thereof in its discretion to the extent that such mail or other communications and the contents thereof relate to the Business or any of the Transferred Assets or to any of the Assumed LiabilitiesAcquired Assets, including the right to endorse without recourse the name of the Seller on any check received by the Buyer with respect to the Business or the Transferred Acquired Assets, and to deal with the proceeds in accordance with the terms of this Agreement. The Buyer agrees to deliver promptly or cause to be delivered to the Seller copies of all such mail and other communications and all other mail and the contents thereof which does not relate to the Transferred Assets or the Assumed LiabilitiesAcquired Assets. (b) In the event that the Seller or its Affiliates receives after the Closing Date mail or other communications addressed to the Seller or its Affiliates which relates relate to the Business, any of the Transferred Assets or any of the Assumed LiabilitiesAcquired Assets, the Seller or its Affiliates shall promptly deliver or cause to be delivered all such mail and the contents thereof to the Buyer. The Seller and its Affiliates agree agrees to cooperate with the Buyer and to make arrangements (including "lock box" and other banking arrangements) reasonably necessary in order to properly deal with checks addressed to the Seller or its Affiliates but which belong to the Buyer pursuant to this Agreement, and to properly direct the proceeds thereof to the Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Inksure Technologies Inc.)

Mail Received After Closing. (a) In the event that the Buyer receives after the Closing any mail or other communications addressed to the Seller, the Buyer may open such mail or other communications and deal with the contents thereof in its discretion to the extent that such mail or other communications and the contents thereof relate to the Business or any of the Transferred Acquired Assets or to any of the Assumed Liabilities, including the right to endorse without recourse the name of the Seller on any check received by the Buyer with respect to the Business or the Transferred Acquired Assets, and to deal with the proceeds in accordance with the terms of this Agreement. The Buyer agrees to deliver promptly or cause to be delivered to the Seller all other mail and the contents thereof which does not relate to the Transferred Acquired Assets or the Assumed Liabilities. (b) In the event that the Seller or its Affiliates receives after the Closing Date mail or other communications addressed to the Seller or its Affiliates which relates relate to the Business, any of the Transferred Acquired Assets or any of the Assumed Liabilities, the Seller or its Affiliates shall promptly deliver or cause to be delivered all such mail and the contents thereof to the Buyer. The Seller and its Affiliates agree agrees to cooperate with the Buyer and to make arrangements (including "lock box" and other banking arrangements) reasonably necessary in order to properly deal with checks addressed to the Seller or its Affiliates but which belong to the Buyer pursuant to this Agreement, and to properly direct the proceeds thereof to the Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Afc Cable Systems Inc)

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