Payments Post-Closing. (a) If, following the Closing Date, the Seller or any of its Affiliates receives any payment or other proceeds any portion of which constitutes a Transferred Asset or relates to the operation of the Business by the Purchaser or its Affiliates after the Closing, the Seller shall promptly remit to the Purchaser the amount of any such payment or proceeds.
(b) If, following the Closing Date, the Purchaser or any of its Affiliates receives any payment or other proceeds any portion of which constitutes an Excluded Asset or otherwise relates to the conduct or operation of the Business by the Seller or any of its Affiliates prior to the Closing, the Purchaser shall promptly remit to the Seller the amount of any such payment or proceeds to the extent such payment or proceeds constitute Excluded Assets.
Payments Post-Closing. If, following the Closing Date, the Seller or any of its subsidiaries receives any payment or other proceeds (including the benefit of a mistaken payment) (i) relating to any Purchased Assets, or (ii) otherwise relating to the conduct or operation of the Business after the Closing Date, the Seller shall, and shall cause its subsidiaries to, promptly remit to the Buyer the amount of any such payments to the extent relating to the Purchased Assets.
Payments Post-Closing. If, following the Closing Date, Seller receives any payment or other proceeds which relate to an obligation or right that arose on or after the Closing Date with respect to any of the Purchased Assets or Assumed Contracts, Seller shall promptly remit to Buyer such payments. If, following the Closing Date, Buyer receives any payment or other proceeds which relate to any of the Excluded Assets, Buyer shall promptly remit to Seller such payments.
Payments Post-Closing. (a) If, following the Closing Date, the Company or any of its Subsidiaries receives any payment or other proceeds any portion of which relates to any Transferred Assets, the Transferred Subsidiaries or otherwise relates to the conduct or operation of the Consumables Business or the Transferred Process Operations, including with respect to any receivables or inventory backlog purchased by the Buyer in the Acquisition, the Company shall, and shall cause its Subsidiaries to, promptly remit to the Buyer the amount of any such payments to the extent relating to the Transferred Assets, the Transferred Subsidiaries or the Consumables Business or the Transferred Process Operations.
(b) If, following the Closing Date, the Buyer or any of its Subsidiaries receives any payment or other proceeds any portion of which relates to any Excluded Assets or otherwise relates to the conduct or operation of the Company and its Subsidiaries other than the Consumables Business or the Transferred Process Operations, the Buyer shall, and shall cause its Subsidiaries to, promptly remit to the Company the amount of any such payments to the extent relating to the Excluded Assets or such other business.
Payments Post-Closing. (a) If, following the Closing Date, the Company or any of its Affiliates receives any payment or other proceeds (including the benefit of a mistaken payment) relating to any Transferred Assets or otherwise relating to the conduct or operation of the Business, including with respect to any Receivables purchased by the Buyer in the Acquisition or a Shared Contract, the Company shall, and shall cause its Affiliates to, promptly remit to the Buyer the amount of any such payments to the extent relating to the Transferred Assets.
(b) If, following the Closing Date, the Buyer or any of its Affiliates receives any payment or other proceeds (including the benefit of a mistaken payment) relating to any Excluded Assets or otherwise relating to the conduct or operation of the Company and its Subsidiaries other than the Business (including pursuant to a Shared Contract), the Buyer shall, and shall cause its Affiliates to, promptly remit to the Company the amount of any such payments to the extent relating to the Excluded Assets or such other business.
Payments Post-Closing. (a) If, following the Closing Date, the Company or any of its Subsidiaries receives any payment or other proceeds any portion of which relates to any Transferred Assets, the Transferred Subsidiaries or otherwise relates to the conduct or operation of the Business, including with respect to any receivables purchased by the Buyer in the Acquisition, the Company shall, and shall cause its Subsidiaries to, promptly remit to the Buyer the amount of any such payments to the extent relating to the Transferred Assets, the Transferred Subsidiaries or the Business.
(b) If, following the Closing Date, the Buyer or any of its Subsidiaries receives any payment or other proceeds any portion of which relates to any Excluded Assets or otherwise relates to the conduct or operation of the Company and its Subsidiaries other than the Business, the Buyer shall, and shall cause its Subsidiaries to, promptly remit to the Company the amount of any such payments to the extent relating to the Excluded Assets or such other business.
Payments Post-Closing. (a) If, following the Closing Date, the Seller receives any payment or other proceeds any portion of which relates to any of the Transferred Assets or otherwise relates to the conduct or operation of the Business following the Closing Date, the Seller shall promptly remit to the Buyer the amount of any such payments. Notwithstanding the foregoing, the parties agree that the Seller shall have no obligation to remit any amount received by the Seller in payment of accounts receivable of the Business for Product shipments that occurred on or prior to the Closing Date.
(b) If, following the Closing Date, the Buyer receives any payment or other proceeds any portion of which relates to any of the Excluded Assets, including any accounts receivable of the Business for Product shipments that occurred on or prior to the Closing Date, the Buyer shall promptly remit to the Seller the amount of any such payments.
Payments Post-Closing. (a) If, following the Closing Date, the Company or any of its Affiliates receives any payment or other proceeds any portion of which constitutes a Transferred Asset, the Company shall promptly remit to the Purchaser the amount of any such payment or proceeds to the extent such payment or proceeds constitute Transferred Assets. Any such payment or proceeds received, and any remittance made pursuant to this Section 2.5(a), shall be treated as having been received and made by the relevant entity solely as an agent for the Purchaser.
(b) If, following the Closing Date, the Purchaser or any of its Affiliates receives any payment or other proceeds any portion of which constitutes a Excluded Asset, the Purchaser shall promptly remit to the Company the amount of any such payment or proceeds to the extent such payment or proceeds constitute Excluded Assets. Any such payment or proceeds received, and any remittance made pursuant to this Section 2.5(b), shall be treated as having been received and made by the relevant entity solely as an agent for the Company.
Payments Post-Closing. (a) If, following the Closing Date, Seller or any of its Affiliates receives any payment or other proceeds (including the benefit of a mistaken payment) relating to any Assets or otherwise relating to the conduct or operation of the Business after Closing (excluding any payment or other proceeds relating to or included in the Excluded Assets and excluding refunds for Taxes that are allocable to a Pre-Closing Tax Period), including with respect to any Accounts Receivable or Inventory purchased by Purchaser hereunder, Seller shall, and shall cause its Affiliates to, promptly remit to Purchaser the amount of any such payments or other proceeds. On the last day of each month during the six (6) month period beginning on the Closing Date, Seller shall report to Purchaser the amount of all such payments or proceeds so received.
(b) If, following the Closing Date, Purchaser or any of its Affiliates receives any payment or other proceeds (including the benefit of a mistaken payment) relating to any Excluded Assets, the conduct or operation of the Business prior to Closing (excluding any payment or other proceeds relating to or included in the Assets), or otherwise relating to the conduct or operation of Seller and its Subsidiaries other than the Business, Purchaser shall, and shall cause its Affiliates to, promptly remit to Seller the amount of any such payments or other proceeds. On the last day of each month during the six (6) month period beginning on the Closing Date, Purchaser shall report to Seller the amount of all such payments or proceeds so received.
Payments Post-Closing. (a) If, following the Closing Date, the Company or any of its Affiliates receives any payment or other proceeds (including the benefit of a mistaken payment) relating to any Transferred Assets, the Company shall, and shall cause its Affiliates, to promptly remit to the Buyer the amount of any such payments to the extent relating to the Transferred Assets.
(b) If, following the Closing Date, the Buyer or any of its Affiliates receives any payment or other proceeds (including the benefit of a mistaken payment) relating to any Excluded Assets, the Buyer shall, and shall cause its Affiliates, to promptly remit to the Company the amount of any such payments to the extent relating to the Excluded Assets.
