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Common use of Purchased Materials Clause in Contracts

Purchased Materials. Seller and Princeton Review Products, L.L.C. ("Products") shall make good faith efforts to resolve any disputed amounts invoiced to Seller by Products or its predecessor for course materials, products, supplies, or other goods and services, as follows: 5.6.1 At least thirty (30) days before the Closing, Products shall deliver to Seller a statement of all amounts outstanding that are more than ninety (90) days old. Within thirty (30) days after the Closing, Products shall deliver to Seller a final statement of all amounts outstanding. Seller shall have no liability for any amounts claimed by Products that do not appear on at least one of the statements delivered under this provision. 5.6.2 Seller shall present to Products in writing at or before the Closing all amounts disputed by Seller (except new items appearing on the final statement delivered by Products after the Closing). Any amounts resolved between Seller and Products as of the Closing shall be paid at Closing, as provided in Section 5.1. Any amounts that remain in dispute as of six months after the Closing and for which Seller has not served a formal demand for arbitration under Section 23 shall be immediately paid to Products.

Appears in 2 contracts

Samples: Option Agreement (Princeton Review Inc), Asset Purchase Agreement (Princeton Review Inc)

Purchased Materials. Seller The Sellers and Princeton Review Products, L.L.C. ("Products") shall make good faith efforts to resolve any disputed amounts invoiced to Seller the Sellers by Products or its predecessor for course materials, products, supplies, or other goods and services, as follows: 5.6.1 5.5.1 At least thirty (30) days before the Closing, Products shall deliver to Seller the Sellers a statement of all amounts outstanding that are more than ninety (90) days old. Within thirty (30) days after the Closing, Products shall deliver to Seller the Sellers a final statement of all amounts outstanding. Seller The Sellers shall have no liability for any amounts claimed by Products that do not appear on at least one of the statements delivered under this provision. 5.6.2 Seller 5.5.2 The Sellers shall present to Products in writing at or before the Closing all amounts disputed by Seller the Sellers (except new items appearing on the final statement delivered by Products after the Closing). Any amounts resolved between Seller the Sellers and Products as of the Closing shall be paid at Closing, as provided in Section 5.1. Any amounts that remain in dispute as of six months after the Closing and for which Seller has the Sellers have not served a formal demand for arbitration under Section 23 shall be immediately paid to ProductsBuyer.

Appears in 2 contracts

Samples: Option Agreement (Princeton Review Inc), Asset Purchase Agreement (Princeton Review Inc)

Purchased Materials. Seller and Princeton Review Products, L.L.C. ("Products") shall make good faith efforts to resolve any disputed amounts invoiced to Seller by Products or its predecessor for course materials, products, supplies, or other goods and services, as follows: 5.6.1 5.5.1 At least thirty (30) days before the Closing, Products shall deliver to Seller a statement of all amounts outstanding that are more than ninety (90) days old. Within thirty (30) days after the Closing, Products shall deliver to Seller a final statement of all amounts outstanding. Seller shall have no liability for any amounts claimed by Products that do not appear on at least one of the statements delivered under this provision. 5.6.2 5.5.2 Seller shall present to Products in writing at or before the Closing all amounts disputed by Seller (except new items appearing on the final statement delivered by Products after the Closing). Any amounts resolved between Seller and Products as of the Closing shall be paid at Closing, as provided in Section 5.1. Any amounts that remain in dispute as of six months after the Closing and for which Seller has not served a formal demand for arbitration under Section 23 shall be immediately paid to Products.dispute

Appears in 1 contract

Samples: Option Agreement (Princeton Review Inc)