Refunds and Remittances. After the Closing, if the Company or any of its Affiliates receive any refund or other amount which is a Purchased Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company promptly shall remit or shall cause to be remitted, such amount to the Buyer at the address set forth in Section 8.01. After the Closing, if the Buyer or any of its Affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company in accordance with the terms of this Agreement, the Buyer promptly shall remit or shall cause to be remitted, such amount to the Company at the address set forth in Section 8.01. After the Closing, if the Buyer 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 the Company or Parent is responsible hereunder, and which amount is not a Purchased Asset, or is otherwise properly due and owing to the Company in accordance with the terms of this Agreement, the Buyer promptly shall remit, or cause to be remitted, such amount to the Company at the address set forth in Section 8.01. After the Closing, if the Company 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 the Buyer is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company promptly shall remit, or cause to be remitted, such amount to the Buyer at the address set forth in Section 8.01.
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Refunds and Remittances. After the Closing, if the Company Seller or any of its Affiliates receive affiliates receives any refund or other amount which is a Purchased Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0111.02. After the Closing, if the Buyer Purchaser or any of its Affiliates receive affiliates receives any refund or other amount which is an Excluded Asset or which is otherwise properly due and owing to the Company Seller or any of its affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0111.02. After the Closing, if the Buyer Purchaser or any of its Affiliates receive affiliates receives any refund or other amount which is related to claims (including workers' ’ compensation), litigation, insurance litigation or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased Asset, Transferred Asset or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0111.02. After the Closing, if the Company Seller or any of its Affiliates receive affiliates receives any refund or other amount which is related to claims (including workers' ’ compensation), litigation, insurance litigation or other matters for which the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0111.02.
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Refunds and Remittances. After the Closing, : (a) if the Company Seller or any of its Affiliates receive receives any refund or other amount which that is a Purchased an Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer at the address set forth in Section 8.01. After the Closing, Purchaser and (b) if the Buyer Purchaser or any of its Affiliates receive receives any refund or other amount which that is an Excluded Asset (including any Seller Accounts Receivable) or is otherwise properly due and owing to the Company Seller or any of its Affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company at Seller. In addition, the address set forth Parties agree that promptly after the consummation of the Closing and in Section 8.01any event, no later than three (3) Business Days after the Closing Date, a reconciliation will be undertaken by the Purchaser and the Seller to settle any amounts to be paid or reimbursed to the applicable Party in respect of the activities undertaken in connection with the Business during the period between the Effective Time and the Closing Date. After Upon completion of such reconciliation, the ClosingPurchaser or the Seller, if the Buyer or any of its Affiliates receive any refund or other amount which is related to claims (including workers' compensation)as applicable, litigation, insurance or other matters for which the Company or Parent is responsible hereunder, and which amount is not a Purchased Assetshall promptly remit, or is otherwise shall cause to be remitted, any such amounts determined to be properly due and owing to the Company Purchaser or the Seller, as applicable, in accordance with the terms of this Agreement, the Buyer promptly shall remit, or cause to be remitted, such amount to the Company at the address set forth in Section 8.01. After the Closing, if the Company 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 the Buyer is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company promptly shall remit, or cause to be remitted, such amount to the Buyer at the address set forth in Section 8.01.
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Refunds and Remittances. After the Closing, if the Company or any of its Affiliates receive Seller receives any refund or other amount which that is a Purchased an Acquired Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company Seller shall promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer at the address set forth in Section 8.0110.3. After the Closing, if the Buyer or any of its Affiliates receive receives any refund or other amount which that is an Excluded Asset or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer shall promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0110.3. After the Closing, if the Buyer or any of its Affiliates receive receives any refund or other amount which that is related to claims (including workers' ’ compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased an Acquired Asset, or is otherwise properly due and owing to the Company Buyer in accordance with the terms of this Agreement, the Buyer shall promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0110.3. After the Closing, if the Company or any of its Affiliates receive Seller receives any refund or other amount which is related to claims (including workers' compensation)claims, litigation, insurance or other matters for which the Buyer is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company Seller shall promptly shall remit, or cause to be remitted, such amount to the Buyer at the address set forth in Section 8.0110.3.
Appears in 1 contract
Samples: Asset Purchase Agreement (Pharmaceutical Formulations Inc)
Refunds and Remittances. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is a Purchased Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0111.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company Seller or any of its affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0111.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' ’ compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased Transferred Asset, or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0111.04. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' compensation)claims, litigation, insurance or other matters for which the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0111.04.
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Refunds and Remittances. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is a Purchased Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0112.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company Seller or any of its affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0112.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' ’ compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased Transferred Asset, or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0112.04. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' compensation)claims, litigation, insurance or other matters for which the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0112.04.
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Refunds and Remittances. (a) Received by Seller or its Affiliates. After the Closing, if the Company Seller or any of its Affiliates receive receives (i) any refund or other amount which is a Purchased an Acquired Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company promptly shall remit or shall cause to be remitted, such amount to the Buyer at the address set forth in Section 8.01. After the Closing, if the Buyer or any of its Affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company in accordance with the terms of this Agreement, the Buyer promptly shall remit or shall cause to be remitted, such amount to the Company at the address set forth in Section 8.01. After the Closing, if the Buyer or any of its Affiliates receive (ii) any refund or other amount which is related to claims (including workers' compensation), litigation, insurance or other matters for which the Company or Parent is responsible hereunder, and which amount is not a Purchased Asset, or is otherwise properly due and owing to the Company in accordance with the terms of this Agreement, the Buyer promptly shall remit, or cause to be remitted, such amount to the Company at the address set forth in Section 8.01. After the Closing, if the Company 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 the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or shall cause to be remitted, such amount to Purchaser.
(b) Received by Purchaser or its Affiliates. After the Buyer at Closing, if Purchaser or any of its Affiliates receives (i) any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to Seller or any of its Affiliates in accordance with the address set forth terms of this Agreement, or (ii) any refund or other amount which is related to claims or other matters for which Seller is responsible hereunder, and which amount is not an Acquired Asset, or is otherwise properly due and owing to Seller in Section 8.01accordance with the terms of this Agreement, Purchaser promptly shall remit, or shall cause to be remitted, such amount to Seller, or, if after dissolution of Seller, the Seller Representative’s designee.
Appears in 1 contract
Samples: Asset Purchase Agreement (Fusion Pharmaceuticals Inc.)
Refunds and Remittances. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is a Purchased Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0111.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company Seller or any of its affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0111.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is related to claims Claims (including workers' ’ compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased Transferred Asset, or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0111.04. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' compensation)Claims, litigation, insurance or other matters for which the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0111.04.
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Refunds and Remittances. After the applicable Closing, if the Company Seller or any of its Affiliates receive affiliates receives any refund or other amount which is a Purchased Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0112.04. After the applicable Closing, if the Buyer Purchaser or any of its Affiliates receive affiliates receives any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company Seller or any of its affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0112.04. After the applicable Closing, if the Buyer Purchaser or any of its Affiliates receive affiliates receives any refund or other amount which is related to claims (including workers' ’ compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased Transferred Asset, or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0112.04. After the applicable Closing, if the Company Seller or any of its Affiliates receive affiliates receives any refund or other amount which is related to claims (including workers' compensation)claims, litigation, insurance or other matters for which the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0112.04.
Appears in 1 contract
Refunds and Remittances. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is a Purchased Transferred Asset or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0112.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is an Excluded Asset or is otherwise properly due and owing to the Company Seller or any of its affiliates in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0112.04. After the Closing, if the Buyer Purchaser or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased Transferred Asset, or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer Purchaser promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0112.04. After the Closing, if the Company Seller or any of its Affiliates affiliates receive any refund or other amount which is related to claims (including workers' worker's compensation), litigation, insurance or other matters for which the Buyer Purchaser is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer Purchaser in accordance with the terms of this Agreement, the Company Seller promptly shall remit, or cause to be remitted, such amount to the Buyer Purchaser at the address set forth in Section 8.0112.04.
Appears in 1 contract
Samples: Asset Purchase Agreement (Church & Dwight Co Inc /De/)
Refunds and Remittances. After the Closing, if the Company or any of its Affiliates receive Seller receives any refund or other amount which that is a Purchased an Acquired Asset or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company Seller shall promptly shall remit remit, or shall cause to be remitted, such amount to the Buyer at the address set forth in Section 8.0110.3. After the Closing, if the Buyer or any of its Affiliates receive receives any refund or other amount which that is an Excluded Asset or is otherwise properly due and owing to the Company Seller in accordance with the terms of this Agreement, the Buyer shall promptly shall remit remit, or shall cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0110.3. After the Closing, if the Buyer or any of its Affiliates receive receives any refund or other amount which that is related to claims (including workers' compensationworkers’compensation), litigation, insurance or other matters for which the Company or Parent Seller is responsible hereunder, and which amount is not a Purchased an Acquired Asset, or is otherwise properly due and owing to the Company Buyer in accordance with the terms of this Agreement, the Buyer shall promptly shall remit, or cause to be remitted, such amount to the Company Seller at the address set forth in Section 8.0110.3. After the Closing, if the Company or any of its Affiliates receive Seller receives any refund or other amount which is related to claims (including workers' compensation)claims, litigation, insurance or other matters for which the Buyer is responsible hereunder, and which amount is not an Excluded Asset, or is otherwise properly due and owing to the Buyer in accordance with the terms of this Agreement, the Company Seller shall promptly shall remit, or cause to be remitted, such amount to the Buyer at the address set forth in Section 8.0110.3.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Pharmaceutical Formulations Inc)