Common use of Post-Closing Statement Clause in Contracts

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance of the Post-Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue deliver to Buyer a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance delivery of the Post-Closing Statement, said the Post-Closing Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receiptreceipt by Buyer or Seller, as the case may be.

Post-Closing Statement. Seller shall issue a post-post closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that are contemplated under this Agreement and were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Post Closing Statement”) within one hundred twenty ninety (12090) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Post Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Post Closing Statement in writing within thirty (30) days of the issuance receipt of the Post-Post Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Post Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to by the Buyer or Seller, as the case may be, to the owing Party. Buyer or Seller, as the case may be, agrees to promptly pay such invoice to the owed Party by wire transfer of immediately available funds within ten (10) days after receiptof such invoice.

Post-Closing Statement. Seller shall issue a post-post closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Post Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Post Closing Statement. If Buyer does not respond with objections and the support therefor therefore to the Post-Post Closing Statement in writing within thirty (30) days of the issuance of the Post-Post Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Post Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receiptreceipt by Buyer.

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up), including with respect to the matters described in clause (b) of the first sentence of Section 10.3 hereof (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer Xxxxx does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance of the Post-Post- Closing Statement, said Statement shall be deemed approved by BuyerXxxxx. In the event that Buyer Xxxxx does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller Xxxxxx and Buyer Xxxxx (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Post- Closing Statement in writing within thirty (30) days of the issuance of the Post-Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue a post-post closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Post Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty sixty (3060) days of the receipt of the Post-Post Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Post Closing Statement in writing within thirty sixty (3060) days of the issuance of the Post-Post Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Post Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receiptreceipt by Buyer. Seller or Buyer, as the case may be, shall he given reasonable access to and shall be entitled to a review and audit during normal business hours of the other Party’s records pertaining to the computation of amounts claimed in the Post-Closing Statement.

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance of the Post-Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue a post-post closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that are contemplated under this Agreement and were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Post Closing Statement”) within one hundred twenty ninety (12090) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Post Closing Statement. If Buyer Xxxxx does not respond with objections and the support therefor to the Post-Post Closing Statement in writing within thirty (30) days of the issuance receipt of the Post-Post Closing Statement, said Statement shall be deemed approved by BuyerXxxxx. In the event that Buyer Xxxxx does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller Xxxxxx and Buyer Xxxxx (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Post Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to by the Buyer or Seller, as the case may be, to the owing Party. Buyer or Seller, as the case may be, agrees to promptly pay such invoice to the owed Party by wire transfer of immediately available funds within ten (10) days after receiptof such invoice.

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up), including with respect to the matters described in clause (b) of the first sentence of Section 10.3 hereof (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance of the Post-Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue deliver to Buyer a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall may respond with objections and proposed corrections within thirty (30) days of the after receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor and/or proposed corrections (together with supporting documentation therefor) to the Post-Closing Statement in writing within thirty (30) days of the issuance after receipt of the Post-Closing Statement, said Post-Closing Statement shall be deemed approved by Buyer. In the event that Buyer does so respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and/or proposed corrections and supporting documentation and attempt to in good faith resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.315.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.315.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue deliver to Buyer a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer Xxxxx does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance delivery of the Post-Closing Statement, said the Post-Closing Statement shall be deemed approved by Buyer. In the event that Buyer Xxxxx does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.3. After approval by Seller Xxxxxx and Buyer Xxxxx (or after final resolution of the same under Section 19.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receiptreceipt by Buyer or Seller, as the case may be.

Post-Closing Statement. Seller shall issue a post-post closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Post Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Post Closing Statement. If Buyer Xxxxx does not respond with objections and the support therefor therefore to the Post-Post Closing Statement in writing within thirty (30) days of the issuance of the Post-Post Closing Statement, said Statement shall be deemed approved by BuyerXxxxx. In the event that Buyer Xxxxx does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller Xxxxxx and Buyer Xxxxx (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Post Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receiptreceipt by Xxxxx.

Post-Closing Statement. Seller shall issue deliver to Buyer a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Post- Closing Statement in writing within thirty (30) days of the issuance delivery of the Post-Closing StatementStatement to Buyer, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue deliver to Buyer a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer Xxxxx does not respond with objections and the support therefor to the Post-Post- Closing Statement in writing within thirty (30) days of the issuance delivery of the Post-Closing StatementStatement to Buyer, said Statement shall be deemed approved by BuyerXxxxx. In the event that Buyer Xxxxx does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller Xxxxxx and Buyer Xxxxx (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer Xxxxx does not respond with objections and the support therefor to the Post-Post- Closing Statement in writing within thirty (30) days of the issuance of the Post-Closing Statement, said Statement shall be deemed approved by BuyerXxxxx. In the event that Buyer Xxxxx does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.3. After approval by Seller Xxxxxx and Buyer Xxxxx (or after final resolution of the same under Section 19.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue deliver to Buyer a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up) (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance delivery of the Post-Closing StatementStatement to Buyer, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.

Post-Closing Statement. Seller shall issue a post-closing statement covering adjustments, without duplication, to the Cash Portion of the Base Purchase Price that were not included (or were estimated) in the Closing Settlement Statement (or have otherwise been finally determined or trued-up), including with respect to the matters described in clause (b) of the first sentence of Section 10.3 hereof (the “Post-Closing Statement”) within one hundred twenty (120) days after Closing, including supporting documentation. Buyer shall respond with objections and proposed corrections within thirty (30) days of the receipt of the Post-Closing Statement. If Buyer does not respond with objections and the support therefor to the Post-Closing Statement in writing within thirty (30) days of the issuance of the Post-Post- Closing Statement, said Statement shall be deemed approved by Buyer. In the event that Buyer does respond and objects within this time period, the Parties shall meet within fifteen (15) days following receipt of Buyer’s objections and attempt to resolve the disputed items. If the Parties are unable to resolve the disputed items by the end of such fifteen (15) fifteen-day period, the dispute shall be resolved in accordance with the dispute resolution provisions set forth in Section 19.320.3. After approval by Seller and Buyer (or after final resolution of the same under Section 19.320.3), the net adjustment due pursuant to the Post-Closing Statement for the Assets conveyed shall be summarized and a net check or invoice shall be sent to the Buyer or Seller, as the case may be. Buyer or Seller, as the case may be, agrees to promptly pay such invoice within ten (10) days after receipt.