Common use of Refunds and Remittances Clause in Contracts

Refunds and Remittances. After the Closing, if Ashland or any of its affiliates receive any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates in accordance with the terms of this Agreement, Ashland promptly shall remit, or shall cause to be remitted, such amount to HoldCo. After the Closing, if HoldCo or any of its affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland or any of its affiliates in accordance with the terms of this Agreement, HoldCo promptly shall remit, or shall cause to be remitted, such amount to Ashland. After the Closing, if HoldCo or any of its affiliates receive any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance or other matters for which Ashland or any of its affiliates is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates in accordance with the terms of this Agreement, HoldCo promptly shall remit, or cause to be remitted, such amount to Ashland. After the Closing, if Ashland or any of its affiliates receive any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance or other matters for which HoldCo or any of its affiliates is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates in accordance with the terms of this Agreement, Ashland promptly shall remit, or cause to be remitted, such amount to HoldCo.

Refunds and Remittances. After the Closing, if Ashland or any of its affiliates receive any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates in accordance with the terms of this Agreement, Ashland promptly shall remit, or shall cause to be remitted, such amount to HoldCo. After the Closing, if HoldCo or any of its affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland or any of its affiliates in accordance with the terms of this Agreement, HoldCo promptly shall remit, or shall cause to be remitted, such amount to Ashland. After the Closing, if HoldCo or any of its affiliates receive any refund or other amount which is related to claims (including workers’ ' compensation), litigation, insurance or other matters for which Ashland or any of its affiliates is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates in accordance with the terms of this Agreement, HoldCo promptly shall remit, or cause to be remitted, such amount to Ashland. After the Closing, if Ashland or any of its affiliates receive any refund or other amount which is related to claims (including workers’ ' compensation), litigation, insurance or other matters for which HoldCo or any of its affiliates is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates in accordance with the terms of this Agreement, Ashland promptly shall remit, or cause to be remitted, such amount to HoldCo.

Refunds and Remittances. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or shall cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 11.02. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland Seller or any of its affiliates in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or shall cause to be remitted, such amount to AshlandSeller at the address set forth in Section 11.02. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance litigation or other matters for which Ashland or any of its affiliates Seller is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates Seller in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or cause to be remitted, such amount to AshlandSeller at the address set forth in Section 11.02. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance litigation or other matters for which HoldCo or any of its affiliates Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 11.02.

Refunds and Remittances. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser and the Purchaser Subs in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or shall cause to be remitted, such amount to HoldCoPurchaser, or the relevant Purchaser Sub as designated by Purchaser, at the address set forth in Section 11.02. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland Seller or any of its affiliates in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or shall cause to be remitted, such amount to AshlandSeller at the address set forth in Section 11.02. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance litigation or other matters for which Ashland or any of its affiliates Seller is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates Seller in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or cause to be remitted, such amount to AshlandSeller at the address set forth in Section 11.02. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance litigation or other matters for which HoldCo or any of its affiliates Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser and the Purchaser Subs in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or cause to be remitted, such amount to HoldCoPurchaser, or the relevant Purchaser Sub as designated by Purchaser at the address set forth in Section 11.02.

Refunds and Remittances. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or shall cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 10.05. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland Seller or any of its affiliates in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, remit or shall cause to be remitted, such amount to AshlandSeller at the address set forth in Section 10.05. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is related to claims Claims (including workers’ compensation), litigation, insurance litigation or other matters for which Ashland or any of its affiliates Seller is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates Seller in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or cause to be remitted, such amount to AshlandSeller at the address set forth in Section 10.05. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is related to claims Claims (including workers’ compensation), litigation, insurance litigation or other matters for which HoldCo or any of its affiliates Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 10.05. Seller promptly shall remit, or cause to be remitted, to Purchaser at the address set forth in Section 10.05 that portion of all rebates, discounts or similar amounts that Seller or any of its affiliates receives on or after the Closing Date that relate to the operation of the Business or the purchase of goods and services in respect of the Business, in each case, by Purchaser on or after the Closing Date. Purchaser promptly shall remit, or cause to be remitted, to Seller at the address set forth in Section 10.05 that portion of all rebates, discounts or similar amounts that Purchaser or any of its affiliates receives on or after the Closing Date that relate to the operation of the Business or the purchase of goods and services in respect of the Business, in each case, by Seller prior to the Closing Date.

Refunds and Remittances. After the Closing, if Ashland the Sellers or any of its affiliates their respective Affiliates receive any refund or other amount which that is a Transferred Purchased Asset or is otherwise properly due and owing to HoldCo a Purchaser or any of its affiliates Affiliates in accordance with the terms of this Agreement, Ashland the Sellers promptly shall remit, or shall cause to be remitted, such amount to HoldCothe applicable Purchaser. After the Closing, if HoldCo the Purchasers or any of its affiliates their respective Affiliates receive any refund or other amount which that is an Excluded a Subject Asset or is otherwise properly due and owing to Ashland a Seller or any of its affiliates Affiliates in accordance with the terms of this Agreement, HoldCo subject to Section 5.20(b) the Purchasers promptly shall remit, or shall cause to be remitted, such amount to Ashlandthe applicable Seller. After the Closing, if HoldCo the Purchasers or any of its affiliates their respective Affiliates receive any refund or other amount which that is related to claims (including workers’ compensation), litigation, insurance or other matters for which Ashland or any of its affiliates the Sellers or their respective Affiliates is responsible hereunder, and which amount is not a Transferred Purchased Asset, or is otherwise properly due and owing to Ashland or any of its affiliates the Sellers or their respective Affiliates in accordance with the terms of this Agreement, HoldCo the Purchasers promptly shall remit, or cause to be remitted, such amount to Ashlandthe Sellers. After the Closing, if Ashland the Sellers or any of its affiliates their respective Affiliates receive any refund or other amount which that is related to claims (including workers’ compensation), litigation, insurance or other matters for which HoldCo or any of its affiliates the Purchasers or their respective Affiliates is responsible hereunder, and which amount is not an Excluded a Subject Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates the Purchasers or their respective Affiliates in accordance with the terms of this Agreement, Ashland the Sellers promptly shall remit, or cause to be remitted, such amount to HoldCothe Purchasers. Notwithstanding the foregoing, the parties to this Agreement agree that this Section 5.22 shall not cover or apply to any refunds related to Taxes, which are covered exclusively by the provisions set forth in Section 10.7.

Refunds and Remittances. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or shall cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 13.04. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland Seller or any of its affiliates in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, remit or shall cause to be remitted, such amount to AshlandSeller at the address set forth in Section 13.04. After the Closing, if HoldCo Purchaser or any of its affiliates receive receives any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance litigation or other matters for which Ashland or any of its affiliates Seller is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates Seller in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or cause to be remitted, such amount to AshlandSeller at the address set forth in Section 13.04. After the Closing, if Ashland Seller or any of its affiliates receive receives any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance litigation or other matters for which HoldCo or any of its affiliates Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 13.04.

Refunds and Remittances. After the Closing, if Ashland Seller or any of its affiliates receive any refund or other amount which is a Transferred Asset or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or shall cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 13.04. After the Closing, if HoldCo Purchaser or any of its affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Ashland Seller or any of its affiliates in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, remit or shall cause to be remitted, such amount to AshlandSeller at the address set forth in Section 13.04. After the Closing, if HoldCo Purchaser or any of its affiliates receive any refund or other amount which is related to claims (including workers’ compensation), litigation, insurance or other matters for which Ashland or any of its affiliates Seller is responsible hereunder, and which amount is not a Transferred Asset, or is otherwise properly due and owing to Ashland or any of its affiliates Seller in accordance with the terms of this Agreement, HoldCo Purchaser promptly shall remit, or cause to be remitted, such amount to AshlandSeller at the address set forth in Section 13.04. After the Closing, if Ashland Seller or any of its affiliates receive any refund or other amount which is related to claims (including workers’ worker’s compensation), litigation, insurance or other matters for which HoldCo or any of its affiliates Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to HoldCo or any of its affiliates Purchaser in accordance with the terms of this Agreement, Ashland Seller promptly shall remit, or cause to be remitted, such amount to HoldCoPurchaser at the address set forth in Section 13.04.