Receipts and Credits. Subject to the terms hereof and except to the extent same have already been taken into account as an adjustment to the Purchase Price, all monies, proceeds, receipts, credits and income attributable to the ownership and operation of the Assets (a) for all periods of time from and subsequent to the Effective Time, shall be the sole property and entitlement of Purchaser, and to the extent received by Seller, Seller shall within 10 business days after such receipt, fully disclose, account for and transmit same to Purchaser and (b) for all periods of time prior to the Effective Time, shall be the sole property and entitlement of Seller and, to the extent received by Purchaser, Purchaser shall fully disclose, account for and transmit same to Seller within 10 business days. Subject to the terms hereof and except to the extent same have already been taken into account as an adjustment to the Purchase Price, all costs, expenses, disbursements, obligations and liabilities attributable to the Assets (i) for periods of time prior to the Effective Time, regardless of when due or payable, shall be the sole obligation of Seller and Seller shall promptly pay, or if paid by Purchaser, promptly reimburse Purchaser for and hold Purchaser harmless from and against same and (ii) for periods of time from and subsequent to the Effective Time, regardless of when due or payable, shall be the sole obligation of Purchaser and Purchaser shall promptly pay, or if paid by Seller, promptly reimburse Seller for and hold Seller harmless from and against same.
Receipts and Credits. (a) Subject to the terms hereof, all monies, proceeds, receipts, credits and income attributable to the MGR Assets (as determined in accordance with GAAP consistent with past practices) (i) for all periods of time at, from and after 12:01 a.m. Houston, Texas time on the first day of January 2012 (the “Accounting Time”), shall be the sole property and entitlement of MGR, and, to the extent received by any Contributing Party or one of its Affiliates, shall be promptly accounted for and transmitted to MGR and (ii) for all periods of time prior to the Accounting Time, shall be the sole property and entitlement of the Contributing Parties and, to the extent received by MGR, shall be promptly accounted for and transmitted to a Contributing Party or Anadarko. The Parties acknowledge that because of cash management systems in place, all monies, proceeds, receipts, credits and income attributable to the MGR Assets, to the extent actually received by MGR or a Contributing Party prior to the Closing Date, will have already been transmitted to a Contributing Party or Anadarko and therefore that all monies, proceeds, receipts, credits and income attributable to the MGR Assets from and after the Accounting Time must be transmitted to MGR.
(b) In addition, subject to the terms hereof, all invoices, costs, expenses, disbursements and payables attributable to the MGR Assets (as determined in accordance with GAAP consistent with past practices) (A) for all periods of time at, from and after the Effective Time, shall be the sole obligation of MGR, and MGR shall promptly pay or, if paid by any Contributing Party, promptly reimburse such Contributing Party for, same and (B) for all periods of time prior to the Effective Time, shall be the sole obligation of the Contributing Parties, and the Contributing Parties shall promptly pay or, if paid by MGR or any Recipient Party, promptly reimburse MGR or such Recipient Party for, same.
(c) Notwithstanding Section 3.5(b), subject to the terms hereof, (A) all Operating Costs attributable to the operation of the MGR Assets in the ordinary course of business during the period from the Accounting Time to the Effective Time shall be the sole obligation of MGR, and (B) MGR shall promptly pay or, if paid by any Contributing Party, promptly reimburse such Contributing Party for, same, but in each case only up to the amount of all monies, proceeds, receipts, credits and income attributable to the MGR Assets actually received by MGR attributabl...
Receipts and Credits. The Final Accounting notwithstanding, all monies, proceeds, receipts, credits and income attributable to the Assets for all periods of time subsequent to the Effective Date except as otherwise provided herein, shall be the sole property and entitlement of Buyer, and to the extent received by Unocal, Unocal shall account for and reflect the same to Buyer in the Final Accounting after Closing. All monies, proceeds, receipts and income attributable to the Assets except as otherwise provided in this Agreement for all periods of time prior to the Effective Date shall be the sole property and entitlement of Unocal and, to the extent received by Buyer, Buyer shall fully disclose, account for and transmit same to Unocal promptly. All costs, expenses and disbursements attributable to the Assets for periods of time prior to the Effective Date except as otherwise provided herein, regardless of when due or payable, shall be the sole obligation of Unocal and Unocal shall promptly pay, or if paid by Buyer, promptly reimburse Buyer for and hold Buyer harmless from and against same. All costs, expenses and disbursements attributable to the Assets for periods of time subsequent to the Effective Date regardless of when due or payable, shall be the sole obligation of Buyer and Buyer shall promptly pay, or if paid by Unocal, promptly reimburse Unocal for and hold Unocal harmless from and against same. Unocal shall be entitled to a credit for and reimbursement in an amount equal to any amount received by Buyer after Closing for any delivery or performance by Unocal prior to the Effective Date, and Buyer shall be entitled to a credit for and reimbursement in an amount equal to any amount received by Unocal after Closing for any delivery or performance by Buyer after the Effective Date.
Receipts and Credits. Subject to the terms hereof and except to the extent same have already been taken into account as an adjustment to the Purchase Price, all monies, proceeds, receipts, credits, and income accruing to the Properties (a) for the period subsequent to the Effective Time, shall be the sole property and entitlement of Buyer, and, to the extent received by Seller, Seller shall fully disclose, account for, and transmit same to Buyer promptly, and (b) for the period prior to the Effective Time, shall be the sole property and entitlement of Seller and, to the extent received by Buyer, Buyer shall fully disclose, account for, and transmit same to Seller promptly.
Receipts and Credits. 23 11.4 RECOVERY OF TAXES PAID ON BEHALF OF OTHER OWNERS . . . . . . . 24 11.5 SIGNS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 11.6 RECORDS . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 11.7 NOTICES . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 11.8
Receipts and Credits. Subject to the terms hereof and except to the extent same have already been taken into account as an adjustment to the Purchase Price, all monies, proceeds, receipts, credits, and income attributable to the Properties (i) for the period prior to the Effective Time shall be the sole property and entitlement of Seller, and to the extent received by Buyer, Buyer shall fully disclose, account for, and transmit same to Seller promptly, and (ii) for the
Receipts and Credits. (a) With respect to each Asset, all monies, proceeds, distributions, receipts, credits and income attributable thereto (as determined in accordance with generally accepted accounting principles in the United States (“GAAP”) consistent with the applicable Contributor’s past practices) (i) for all periods of time at, from and after the Contribution Effective Date, shall be the sole property and entitlement of Rattler, and, to the extent received by any Contributor or any of its other subsidiaries or affiliates, shall be promptly accounted for and transmitted to Rattler, and (ii) for all periods of time prior to the Contribution Effective Date, shall be the sole property and entitlement of the applicable Contributor and, to the extent received by Rattler, shall be promptly accounted for and transmitted to such Contributor.
(b) All invoices, costs, expenses, capital contributions, disbursements and payables attributable to each Asset (as determined in accordance with GAAP consistent with past practices) (i) for all periods of time at, from and after the Contribution Effective Date, shall be the sole obligation of Rattler, and Rattler shall promptly pay or, if paid by any Contributor or any of its other subsidiaries or affiliates, promptly reimburse such Contributor for, the same, and (ii) for all periods of time prior to the Contribution Effective Date, shall be the sole obligation of the applicable Contributor, and such Contributor shall promptly pay or, if paid by Rattler, promptly reimburse Rattler for, the same.
Receipts and Credits. (a) To the extent that any regular distributions required by Section 5.5 of the COO Agreement are paid after the Closing Date with respect to the System Owners’ System Ownership Interests (each as defined in the COO Agreement) in respect of periods ended prior to the Effective Time, DBJV shall be entitled to such distributions and, if Seller receives any of such distributions, Seller shall promptly account for and transmit such distributions to DBJV. To the extent that any Operating Expenses (as defined in the COO Agreement) are required to be funded under Section 5.1 of the COO Agreement after the Closing Date with respect to the System Owners’ System Ownership Interests in respect of periods ended prior to the Effective Time, DBJV shall pay such Operating Expenses and, if Seller pays such amounts, DBJV shall promptly account for and reimburse such payments to Seller. Seller shall be responsible for funding its share of all Capital Expenditures (as defined in the COO Agreement) that are attributable to periods ended prior to the Effective Time.
(b) Other than Operating Costs, the Seller shall be solely responsible for, and Anadarko and the Seller shall indemnify and hold the Partnership Indemnified Parties harmless from and against, all invoices, costs, expenses, disbursements, payables and Losses paid, incurred or suffered by the Seller, the Partnership Indemnified Parties, DBJV or the DBJV Assets arising out of or attributable to the ownership or operation of the DBJV Assets during the period from the Effective Time to the time of the Closing. The indemnification provided in this Section 3.5(b) is in addition to, and is not subject to the provisions of, the indemnification in Article IX, including any limitations or Deductible therein.
Receipts and Credits. 18 12.3 Assumption of Liabilities; Cross Indemnity......................19 12.4
Receipts and Credits. All monies, proceeds, receipts, credits and income attributable to the Assets, Lease(s) and Leasehold Interests, for all periods of time subsequent to the Effective Date shall be the sole property and entitlement of Nami, and, to the extent received by Xxxxxx, Xxxxxx shall fully disclose, account for and transmit same to Nami promptly together with copies of all remittance advises, purchase statements, meter charts and interpretations and support for disbursements of royalty, overriding royalty interests, working interests and taxes to the extent not previously provided. All monies, proceeds, receipts and income attributable to the Assets, Lease(s) or Leasehold Interests, for all periods of time prior to the Effective Date shall be the sole property and entitlement of Xxxxxx and, to the extent received by Nami, Nami shall fully disclose, account for and promptly transmit same to Xxxxxx, together with copies of all remittance advises, purchase statements, meter charts and interpretations and support for disbursements of royalty, overriding royalty interests, working interests and taxes not otherwise provided. All costs, expenses, disbursements, obligations and liabilities, with respect to the Assets, Lease(s) and Leasehold Interests attributable to periods of time prior to the Effective Date, regardless of when due or payable, shall be the sole obligation of Xxxxxx, and Xxxxxx shall promptly pay, or if paid by Nami, promptly reimburse Nami for and defend and hold Nami harmless from and against same. Except as otherwise set forth in Article XI, all costs, expenses, disbursements, obligations, and liabilities with respect to the Assets, Lease(s) or Leasehold Interests attributable to periods of time subsequent to the Effective Date, regardless of when due or payable, shall be the sole obligation of Nami, and Nami shall promptly pay, or if correctly paid by Xxxxxx, promptly reimburse Xxxxxx for and defend and hold Xxxxxx harmless from and against same. Xxxxxx shall be entitled to a credit for and reimbursement in an amount equal to any amount received by Nami after closing for any delivery or performance by Xxxxxx prior to the Effective Date. All accounts receivable relating to the Assets, Lease(s) and Leasehold Interests and attributable to the period of time after the Effective Date shall be assigned to Nami. All accounts receivable relating to the Assets, Lease(s) and Leasehold Interests and attributable to the period of time before the Effective Date shall...
