Common use of Refunds and Remittances Clause in Contracts

Refunds and Remittances. (a) After the Closing: (i) if the Sellers or any of their Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (ii) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the Sellers.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pernix Therapeutics Holdings, Inc.), Asset Purchase Agreement (Pernix Therapeutics Holdings, Inc.)

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Refunds and Remittances. After the Closing, (a) After the Closing: (i) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (iib) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ems Technologies Inc), Asset Purchase Agreement (Andrew Corp)

Refunds and Remittances. (a) After the Closing: (iA) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer Buyer, and (iiB) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Flowserve Corp), Asset Purchase Agreement (Xanser Corp)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers or any of their Affiliates receive or have received any refund or any other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer Buyers in accordance with the terms of this Agreement, the Sellers promptly shall remit, or shall cause to be remitted, such amount to the Buyer Buyers and (ii) if the Buyer Buyers or any of its their Affiliates receive any refund or any other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates in accordance with the terms of this Agreement, the Buyer Buyers promptly shall remit, or shall cause to be remitted, such amount to the Sellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Martha Stewart Living Omnimedia Inc)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers Seller, the Subsidiaries or any of their Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (ii) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Charter Communications Inc /Mo/)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers Seller or any of their its Affiliates receive receives any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (ii) if the Buyer or any of its Affiliates receive receives any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (SCM Microsystems Inc)

Refunds and Remittances. (a) After the Closing: (i) , if the Sellers Seller or any of their its Affiliates receive any refund or other amount that which is a Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to Purchaser at the Buyer and (ii) address set forth in Section 12.4. After the Closing, if the Buyer Purchaser or any of its Affiliates receive any refund or other amount that which is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or shall cause to be remitted, such amount to Seller at the Sellersaddress set forth in Section 12.4.

Appears in 1 contract

Samples: Asset Purchase Agreement (B&G Foods, Inc.)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers or any of their Affiliates receive Seller receives any refund or other amount that is a Transferred Purchased Asset or is otherwise properly due and owing to the Buyer any Purchaser in accordance with the terms of this Agreement, the Sellers then such Seller promptly shall remit, or shall cause to be remitted, without setoff, such amount to the Buyer applicable Purchaser and (ii) if the Buyer any Purchaser or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates Seller in accordance with the terms of this Agreement, the Buyer then such Purchasers promptly shall remit, or shall cause to be remitted, without setoff, such amount to the Sellersapplicable Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Frontier Oilfield Services Inc)

Refunds and Remittances. (a) After the Closing: (ia) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred Purchased Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer Buyer; and (iib) if the Buyer or any of its Affiliates receive receives any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lm Funding America, Inc.)

Refunds and Remittances. (a) After the Closing: (ia) if the Sellers or any of their Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer Buyers in accordance with the terms of this Agreement, the Sellers promptly shall remit, or shall cause to be remitted, such amount to the Buyer Buyers and (iib) if the Buyer Buyers or any of its their Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates in accordance with the terms of this Agreement, the Buyer Buyers promptly shall remit, or shall cause to be remitted, such amount to the Sellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Miva, Inc.)

Refunds and Remittances. After the Closing, (a) After the Closing: (i) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred an Acquired Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer Purchaser, and (iib) if the Buyer Purchaser or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (AeroVironment Inc)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers or any of their Affiliates receive Seller receives any refund or other amount that is a Transferred Purchased Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, then the Sellers Seller promptly shall remit, or shall cause to be remitted, without setoff, such amount to the Buyer Purchaser, and (ii) if the Buyer Purchaser or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates Seller in accordance with the terms of this Agreement, then the Buyer Purchaser promptly shall remit, or shall cause to be remitted, without setoff, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement

Refunds and Remittances. (a) After the Closing: (ia) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (iib) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Atara Biotherapeutics, Inc.)

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Refunds and Remittances. (a) After the Closing: (i) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred an Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer Buyer; and (ii) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement

Refunds and Remittances. (a) After the Closing: (i) if the Sellers Seller or any of their Affiliates its Subsidiaries receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (ii) if the Buyer or any of its Affiliates Subsidiaries receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their Affiliates its Subsidiaries in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Radisys Corp)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers or any of their Affiliates receive Seller receives any refund or other amount that is or relates to a Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer Purchaser and (ii) if the Buyer or any of its Affiliates receive Purchaser receives any refund or other amount that is or relates to an Excluded Asset or an Excluded Liability or is otherwise properly due and owing to the Sellers or any of their Affiliates Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (RRSat Global Communications Network Ltd.)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers Seller or any of their its Affiliates receive receives any refund or other amount that is a Transferred Purchased Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller shall promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (ii) if the Buyer or any of its Affiliates receive receives any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (MediaAlpha, Inc.)

Refunds and Remittances. (a) Received by Seller or its Affiliates. After the Closing: , if Seller or any of its Affiliates receives (i) if the Sellers or any of their Affiliates receive any refund or other amount that which is a Transferred an Acquired Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, or (ii) any refund or other amount which is related to claims or other matters for which Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to Purchaser in accordance with the Sellers terms of this Agreement, Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (ii) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersPurchaser.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)

Refunds and Remittances. (a) After the Closing: (i) , if the Sellers Seller or any of their Affiliates receive its affiliates receives any refund or other amount that which is a Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, remit or shall cause to be remitted, remitted such amount to Purchaser at the Buyer and (ii) address set forth in Section 11.04. After the Closing, if the Buyer Purchaser or any of its Affiliates receive affiliates receives any refund or other amount that which is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, remit or shall cause to be remitted, such amount to Seller at the Sellers.address set forth in Section 11.04. If and to the extent that Seller or Purchaser or any affiliate of either shall receive amounts of the type described in this

Appears in 1 contract

Samples: Asset Purchase Agreement (Washington Post Co)

Refunds and Remittances. (a) After the Closing: (ia) if the Sellers Seller or any of their its Affiliates receive any refund or other amount that is a Transferred Purchased Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Sellers Seller promptly shall remit, or shall cause to be remitted, such amount to the Buyer and (iib) if the Buyer or any of its Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers Seller or any of their its Affiliates in accordance with the terms of this Agreement, the Buyer promptly shall remit, or shall cause to be remitted, such amount to the SellersSeller.

Appears in 1 contract

Samples: Purchase Agreement (Neulion, Inc.)

Refunds and Remittances. (a) After the Closing: (i) if the Sellers or any of their Affiliates receive any refund or other amount that is a Transferred Asset or is otherwise properly due and owing to the Buyer Buyers in accordance with the terms of this Agreement, the Sellers promptly shall remit, or shall cause to be remitted, such amount to the Buyer Buyers and (ii) if the Buyer Buyers or any of its their Affiliates receive any refund or other amount that is an Excluded Asset or is otherwise properly due and owing to the Sellers or any of their Affiliates in accordance with the terms of this Agreement, the Buyer Buyers promptly shall remit, or shall cause to be remitted, such amount to the Sellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Standard Register Co)

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