Post-Closing Accounts Receivable. After the Closing Date and continuing for a period of eighteen (18) months thereafter, Buyer shall in accordance with commercially reasonable business practices that are not materially less diligent than those used by the Parent with respect to its own business operations, attempt to collect (and shall cause the Aether Acquired Entities to attempt to collect) the Accounts Receivable existing on the Closing Date ("CLOSING DATE ACCOUNTS RECEIVABLES"). In determining the collectability of Closing Date Accounts Receivable, the Parties agree that all amounts collected after the Closing shall be applied to the oldest accounts first, unless an account debtor specifies that any one or more of the payments made by such account debtor is being made with respect to a particular outstanding Accounts Receivable of such account debtor, in which case such payment shall be applied as such account debtor so specifies. To the extent that Buyer receives payment from Seller under Article VIII in respect of any uncollected Closing Date Accounts Receivable (each such Account Receivable, a "REIMBURSED RECEIVABLE"), Buyer shall transfer to Seller all remaining records pertaining to such Reimbursed Receivable and Seller shall be thereafter entitled to collect such Reimbursed Receivable for its own account. If after payment by Seller, any Reimbursed Receivable is collected by or on behalf of Buyer (including by any of the Aether Acquired Entities), Buyer shall promptly pay (or cause to be paid) over to Seller the amount collected.
Post-Closing Accounts Receivable. Monarch and GW agree that any accounts receivable or invoices arising out of sales of the Products by or on behalf of Monarch after 11:59 p.m. (E.S.T.) on the Closing Date shall inure to the benefit of Monarch.
Post-Closing Accounts Receivable. Sellers shall promptly forward to RL Franchising any and all proceeds from accounts receivable or other payments relating to the Business that are received by Sellers or their Affiliates following the Closing Date. Sellers shall remit all such payments to RL Franchising by wire transfer no less frequently than every other Friday. Buyer shall promptly forward to TESI any and all proceeds from accounts receivable or other payments relating to any Excluded Assets that are received by Buyer or their Affiliates following the Closing Date. Buyer shall remit all such payments to TESI by wire transfer no less frequently than every other Friday. Upon request after the Closing, Sellers shall provide RL Franchising visual read-only online access to Sellers’ bank account records to confirm compliance with this Section 6.22.
Post-Closing Accounts Receivable. Notwithstanding Sections 2.2 and 2.3, if and to the extent that there are any Open Orders at the Closing, the parties agree that Buyer shall be entitled to any and all accounts receivable with respect thereto. Seller shall, from and after the Closing, instruct any purchasers of Open Orders that any and all payment with respect thereto shall be remitted to Buyer. Should any such amount, however, be received by Seller, Seller shall promptly remit such amount to Buyer.
Post-Closing Accounts Receivable. The parties acknowledge that payments on preclosing invoices will be directed to be paid to Seller's post office box and post closing invoices of Buyer will direct payment to be paid to a different post office box. Consequently, in all likelihood Seller will receive payments that should be directed to Buyer and Buyer will receive payments that should be directed to Seller. Each party agrees that any payments received by it which are property of the other shall be held in trust for the benefit of the other. No less frequently than weekly, each party shall account to the other for any such payments received by either delivery any checks received (enclosed is necessary) or remitting a sum equal to the amount received.
Post-Closing Accounts Receivable. Purchaser and Seller acknowledge and agree that in the event that one party receives (the “Receiving Party”) payment with respect to an outstanding account receivable (the “AR Amount”) that was intended as payment for the other party (the “Proper Party”), the Receiving Party shall promptly, but in no event later than five (5) business days after receipt of the AR Amount, issue payment for the full AR Amount to the Proper Party.
Post-Closing Accounts Receivable. The parties agree that any accounts receivable or invoices arising out of sales of the Products by or on behalf of PHARMELLE after 12:01 a.m. (E.S.T.) on the Closing Date shall inure to the benefit of PHARMELLE. Without derogating from the foregoing, NOVAVAX agrees that it shall continue to take orders for the Products for 30 days following the Closing Date. Such orders shall be reported by NOVAVAX to PHARMELLE promptly after receipt and in no event more than two business days after such orders are received via facsimile to PHARMELLE at facsimile number (000) 000-0000. NOVAVAX and PHARMELLE agree to determine promptly after the Closing a mutually agreeable reporting procedure to communicate the information required by this Section 2.02.
Post-Closing Accounts Receivable. Each of TSI and Teligent shall remit to TS Acquisition and the Buyer, respectively, within five (5) Business Days of receipt thereof, any cash or other payment received by TSI or Teligent after the TSI Closing or Teligent Closing, as applicable, with respect to pre-closing accounts receivable arising from or related to the Acquired TSI Assets or Acquired Teligent Assets, as applicable.
Post-Closing Accounts Receivable. Notwithstanding any provision herein to the contrary, from and after the Closing Date, the Seller shall deliver to the Buyer immediately upon receipt all payments (whether in cash, checks or otherwise) received by the Seller or any of its Affiliates on account of or in connection with the Post-Closing Accounts Receivable, duly endorsed (in the case of checks) by the Seller to the order of the Buyer and otherwise in the form received. No such payments shall be deposited by the Seller in any deposit accounts maintained by the Seller or otherwise disposed of by the Seller. The Seller hereby acknowledges that, promptly following the Closing, the Buyer will, and the Seller shall promptly cooperate with the Buyer’s request to, notify all of the third parties to the Transferred Contracts that they should forward Post-Closing Accounts Receivable directly to the Buyer.
Post-Closing Accounts Receivable. Within five (5) business days after the end of each of the first six months after the Closing Date, starting February 28, 2010 and ending August 30, 2010, Company shall deliver to Purchaser, (a) payment in an amount equal to (i) the Accounts Receivable for which payment was received during the preceding month (or with regards to February 28, 2010, Accounts Receivable for which payment was received during the time period between the Closing Date and February 28, 2010), less (ii) the Accounts Payable paid during the preceding month (or with regards to February 28, 2010, Accounts Payable paid during the time period between the Closing Date and February 28, 2010), and (b) a list setting forth the Accounts Receivable received during such period and the Accounts Payable paid during such period, certified by an officer of Company. In the event that Accounts Payable exceed Accounts Receivable for the given period, no payment shall be owing by Company to Purchaser and the amount of any future payments pursuant to this Section shall be reduced by the amount of such excess Accounts Payable (For example, if Accounts Payable for the period ending April 30, 2010, exceeded the Accounts Receivable for the period ending April 30, 2010 by $1,000, and the Accounts Receivable for the period ending May 31, 2010, exceeded the Accounts Payable for the period ending May 31, 2010 by $3,000, Company would only owe $2,000 ($3,000-$1,000) for the period ending May 31, 2010). Company and the Shareholders hereby represent and covenant that all Accounts Receivable will be received by Company, and all Accounts Payable will be paid by Company, in the ordinary course of business in accordance with past practices. Purchaser and Calavo and its authorized representatives shall have full access to the premises and the books, records, agreements, and other documents of Company during all reasonable hours, and Purchaser and Calavo shall each be furnished with copies of all such books, records, agreements, and other documents as may be reasonably requested by it in order to verify the payments to be made pursuant to this Section 2.7; provided that Purchaser and Calavo shall reimburse Company for any expenses reasonably related thereto.
