Common use of Payment of Telephone Charges Clause in Contracts

Payment of Telephone Charges. The Seller has paid, or will pay, on the later of the Closing date or when billed by the local exchange carrier, all telephone bills and charges due from the Seller to the local exchange carrier, any interexchange carriers or to any other entity or party for services provided for all periods prior to Closing and attributable to the Assets. Alternatively, the Purchaser may pay any such bills and charges at its sole discretion if Seller has failed to pay such bills and charges within 10 days of Seller's receipt of written notice, pay said bills and charges and (i) give prompt notice to Seller for reimbursement, such reimbursement to be made within three (3) business days; or (ii) pay such bills and deduct same as a credit against the balance of the purchase price or any other consideration due to Seller. Buyer shall not pay any such bills or charges which are the subject of dispute between Seller and the applicable creditor authority provided Seller gives Buyer written notice of such dispute and provided that such non-payment does not disrupt or interfere with Buyer's continued use or revenues from the purchased assets. This provision does not relieve Seller from its obligation to pay such bills or charges if Purchaser does not avail itself of the foregoing remedies.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Davel Communications Group Inc), Asset Purchase Agreement (Davel Communications Group Inc), Asset Purchase Agreement (Davel Communications Group Inc)

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Payment of Telephone Charges. The Seller has paid, or will pay, on the later of the Closing date or when billed by the local exchange carrier, all telephone bills and charges due from the Seller to the local exchange carrier, any interexchange carriers or to any other entity or party for services provided for all periods prior to Closing and attributable to the Assets. Alternatively, the Purchaser may pay any such bills and charges at its sole discretion if Seller has failed to pay such bills and charges within 10 days of Seller's receipt of written notice, pay said bills and charges and (i) give prompt notice to Seller for reimbursement, such reimbursement to be made within three (3) business days; or (ii) pay such bills and deduct same as a credit against the balance of the purchase price or any other consideration due to Seller. Buyer shall not pay any such bills or charges which are the subject of dispute between Seller and the applicable creditor authority provided Seller gives Buyer written notice of such dispute and provided that such non-payment does not disrupt or interfere with Buyer's continued use or revenues from the purchased assets. This provision does not relieve Seller from its obligation to pay such bills charges or charges taxes if Purchaser does not avail itself of the foregoing remedies.

Appears in 1 contract

Samples: Asset Purchase Agreement (Davel Communications Group Inc)

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