Common use of Receipt of Misdirected Assets; Liabilities Clause in Contracts

Receipt of Misdirected Assets; Liabilities. (a) From and after the Closing, if any Seller or any of its respective Affiliates receives any right, property or asset that is an Acquired Asset, the applicable Seller shall promptly transfer or cause such of its Affiliates to transfer such right, property or asset (and shall promptly endorse and deliver any such asset that is received in the form of cash, checks or other documents) to Purchaser, and such asset will be deemed the property of Purchaser held in trust by such Seller for Purchaser until so transferred. From and after the Closing, if Purchaser or any of its Affiliates receives any right, property or asset that is an Excluded Asset, Purchaser shall promptly transfer or cause such of its Affiliates to transfer such asset (and shall promptly endorse and deliver any such right, property or asset that is received in the form of cash, checks, or other documents) to the applicable Seller, and such asset will be deemed the property of such Seller held in trust by Purchaser for such Seller until so transferred. (b) From and after the Closing, if any Seller or any of its Affiliates is subject to a Liability that should belong to Purchaser or its Affiliates pursuant to the terms of this Agreement, such Seller shall promptly transfer or cause such of its Affiliates to transfer such Liability to Purchaser, and Purchaser shall assume and accept such Liability. From and after the Closing, if Purchaser or any of its Affiliates is subject to a Liability that should belong to a Seller or its Affiliates pursuant to the terms of this Agreement, Purchaser shall promptly transfer or cause such of its Affiliates to transfer such Liability to the applicable Seller or its Affiliates, and such Seller or its Affiliates shall assume and accept such Liability.

Receipt of Misdirected Assets; Liabilities. (a) From and after the Closing, if any Seller or any of its respective Affiliates receives any right, property or asset that is an Acquired Asset, the applicable Seller shall promptly transfer or cause such of its Affiliates to transfer such right, property or asset (and shall promptly endorse and deliver any such asset that is received in the form of cash, checks or other documents) to PurchaserBuyer, and such asset will be deemed the property of Purchaser Buyer held in trust by such Seller for Purchaser Buyer until so transferred. From and after the Closing, if Purchaser Buyer or any of its Affiliates receives any right, property or asset that is an Excluded Asset, Purchaser Buyer shall promptly transfer or cause such of its Affiliates to transfer such asset (and shall promptly endorse and deliver any such right, property or asset that is received in the form of cash, checks, or other documents) to the applicable Seller, and such asset will be deemed the property of such Seller held in trust by Purchaser Buyer for such Seller until so transferred. (b) From and after the Closing, if any Seller or any of its respective Affiliates is subject to a Liability that should belong to Purchaser or its Affiliates be the obligation of Buyer pursuant to the terms of this Agreement, such Seller shall promptly transfer or cause such of its Affiliates to transfer such Liability to PurchaserBuyer, and Purchaser Buyer shall assume and accept such Liability. From and after the Closing, if Purchaser Buyer or any of its Affiliates is subject to a Liability that should belong to be the obligation of a Seller or its Affiliates pursuant to the terms of this Agreement, Purchaser Buyer shall promptly transfer or cause such of its Affiliates to transfer such Liability to the applicable Seller or its AffiliatesSeller, and such Seller or its Affiliates shall assume and accept such Liability.

Receipt of Misdirected Assets; Liabilities. (a) From and after the Closing, if any Seller or any of its respective Affiliates designees receives any right, property or asset that is an Acquired a Purchased Asset, the applicable Seller shall promptly transfer or cause such of its Affiliates designee to transfer such right, property or asset (and shall promptly endorse and deliver any such asset that is received in the form of cash, checks or other documents) to Purchaser, and such asset will be deemed the property of Purchaser held in trust by such Seller for Purchaser until so transferred. From and after the Closing, if Purchaser or any of its Affiliates designees receives any right, property or asset that is an Excluded Asset, Purchaser shall promptly transfer or cause such of its Affiliates designees to transfer such asset (and shall promptly endorse and deliver any such right, property or asset that is received in the form of cash, checks, or other documents) to the applicable Seller, and such asset will be deemed the property of such Seller held in trust by Purchaser for such Seller until so transferred. From and after the Closing, if any Seller or Purchaser determines that any right, property or asset that was previously determined to be an Excluded Asset includes a dental application, then the Parties agree that such right, property or asset shall instead be treated as a Purchased Asset for all purposes under this Agreement, and the applicable Seller shall promptly transfer or cause such designee to transfer such right, property or asset (and shall promptly endorse and deliver any such asset that is received in the form of cash, checks or other documents) to Purchaser, and such asset will be deemed the property of Purchaser held in trust by such Seller for Purchaser until so transferred. (b) From and after the Closing, if any Seller or any of its Affiliates respective designees is subject to a Liability that should belong to Purchaser or its Affiliates pursuant to the terms of this Agreementis an Assumed Liability, then such Seller shall promptly transfer or cause such of its Affiliates designees to transfer such Assumed Liability to Purchaser, and Purchaser shall assume and accept such Assumed Liability. From and after the Closing, if Purchaser or any of its Affiliates designees is subject to a Liability that should belong to a Seller or its Affiliates pursuant to the terms of this Agreementis an Excluded Liability, Purchaser shall promptly transfer or cause such of its Affiliates designees to transfer such Excluded Liability to the applicable Seller or its AffiliatesSeller, and such Seller or its Affiliates shall assume and accept such Excluded Liability.

Receipt of Misdirected Assets; Liabilities. (a) From and after the Closing, if any Seller or any of its respective Affiliates receives any right, property or asset that is an Acquired Asset, the applicable Seller shall promptly transfer (or cause such of its Affiliates to transfer be transferred) such right, property or asset (and shall promptly endorse and deliver (or cause to be endorsed and delivered) any such asset that is received in the form of cash, checks or other documents) to Purchaser, and such asset will be deemed the property of Purchaser held in trust by such Seller for Purchaser until so transferred. From and after the Closing, if Purchaser or any of its Affiliates receives any right, property or asset that is an Excluded Asset, Purchaser shall promptly transfer or cause such of its Affiliates to transfer such asset (and shall promptly endorse and deliver any such right, property or asset that is received in the form of cash, checks, or other documents) to the applicable Seller, and such asset will be deemed the property of such Seller held in trust by Purchaser for such Seller until so transferred. (b) From and after the Closing, if any Seller or any of its Affiliates is subject to a Liability that should belong to Purchaser or its Affiliates pursuant to the terms of this Agreement, such Seller shall promptly transfer or cause such of its Affiliates to transfer such Liability to Purchaser, and Purchaser shall assume and accept such Liability. From and after the Closing, if Purchaser or any of its Affiliates is subject to a Liability that should belong to a Seller or its Affiliates pursuant to the terms of this Agreement, Purchaser shall promptly transfer or cause such of its Affiliates to transfer such Liability to the applicable Seller or its AffiliatesSeller, and such Seller or its Affiliates shall assume and accept such Liability.