Purchased Materials. The Sellers and Princeton Review Products, L.L.C. ("Products") shall make good faith efforts to resolve any disputed amounts invoiced to the Sellers by Products or its predecessor for course materials, products, supplies, or other goods and services, as follows: 5.5.1 At least thirty (30) days before the Closing, Products shall deliver to 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 the Sellers a final statement of all amounts outstanding. 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. 5.5.2 The Sellers shall present to Products in writing at or before the Closing all amounts disputed by the Sellers (except new items appearing on the final statement delivered by Products after the Closing). Any amounts resolved between 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 the Sellers have not served a formal demand for arbitration under Section 23 shall be immediately paid to Buyer.
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Samples: Asset Purchase Agreement (Princeton Review Inc), Option Agreement (Princeton Review Inc)
Purchased Materials. The Sellers Seller and Princeton Review Products, L.L.C. ("Products") shall make good faith efforts to resolve any disputed amounts invoiced to the Sellers Seller by Products or its predecessor for course materials, products, supplies, or other goods and services, as follows:
5.5.1 5.6.1 At least thirty (30) days before the Closing, Products shall deliver to the Sellers 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 the Sellers Seller a final statement of all amounts outstanding. The Sellers 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.
5.5.2 The Sellers 5.6.2 Seller shall present to Products in writing at or before the Closing all amounts disputed by the Sellers Seller (except new items appearing on the final statement delivered by Products after the Closing). Any amounts resolved between the Sellers 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 the Sellers have Seller has not served a formal demand for arbitration under Section 23 shall be immediately paid to BuyerProducts.
Appears in 2 contracts
Samples: Option Agreement (Princeton Review Inc), Asset Purchase Agreement (Princeton Review Inc)
Purchased Materials. The Sellers Seller and Princeton Review Products, L.L.C. ("Products") shall make good faith efforts to resolve any disputed amounts invoiced to the Sellers Seller by Products or its predecessor for course materials, products, supplies, or other goods and services, as follows:
5.5.1 At least thirty (30) days before the Closing, Products shall deliver to the Sellers 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 the Sellers Seller a final statement of all amounts outstanding. The Sellers 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.
5.5.2 The Sellers Seller shall present to Products in writing at or before the Closing all amounts disputed by the Sellers Seller (except new items appearing on the final statement delivered by Products after the Closing). Any amounts resolved between the Sellers 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 the Sellers have not served a formal demand for arbitration under Section 23 shall be immediately paid to Buyer.dispute
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