Common use of Return Rights, etc Clause in Contracts

Return Rights, etc. Upon Closing, Contributor will be deemed to have automatically assigned, and Contributor shall assign, to NewCo Contributor’s parts return rights without any further action (but Contributor shall take any further action requested by LMP or required by the Manufacturer to implement such assignment of rights). At the request of LMP, Contributor shall use its best efforts to assist NewCo in effecting any parts return offered by the Manufacturer (including, if necessary, applying for parts return in Contributor’s name), and Contributor shall promptly pay over to NewCo any monies received from the Manufacturer related thereto. NewCo is not obligated to purchase old, opened, obsolete, superseded, incomplete, or damaged parts or accessories. NewCo shall also accept contribution of Contributor’s useable gas, oil, grease and other useable inventories for values equal to the actual dealer replacement cost (less all rebates and discounts). The contribution values for all other parts not addressed in this Section will equal the value thereof as mutually agreed between LMP and Contributor. If any parts and accessories or other inventories or goods that NewCo is not obligated to accept contribution of hereunder are not removed from the Property within ten (10) days after the Closing Date, such property will automatically become Assets contributed to NewCo pursuant to the Xxxx of Sale without additional consideration.

Appears in 3 contracts

Samples: Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.)

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Return Rights, etc. Upon Closing, Contributor Contributors will be deemed to have automatically assigned, and Contributor Contributors shall assign, to NewCo Contributor’s NewCos Contributors’ parts return rights without any further action (but Contributor Contributors shall take any further action requested by LMP or required by the Manufacturer to implement such assignment of rights). At the request of LMP, Contributor Contributors shall use its best efforts to assist NewCo NewCos in effecting any parts return offered by the Manufacturer (including, if necessary, applying for parts return in Contributor’s Contributors’ name), and Contributor Contributors shall promptly pay over to NewCo NewCos any monies received from the Manufacturer related thereto. NewCo NewCos is not obligated to purchase old, opened, obsolete, superseded, incomplete, or damaged parts or accessories. NewCo NewCos shall also accept contribution of Contributor’s Contributors’ useable gas, oil, grease and other useable inventories for values equal to the actual dealer replacement cost (less all rebates and discounts). The contribution values for all other parts not addressed in this Section will equal the value thereof as mutually agreed between LMP and ContributorContributors. If any parts and accessories or other inventories or goods that NewCo NewCos is not obligated to accept contribution of hereunder are not removed from the Property within ten (10) days after the Closing Date, such property will automatically become Assets contributed to NewCo NewCos pursuant to the Xxxx of Sale without additional consideration.

Appears in 2 contracts

Samples: Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.)

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Return Rights, etc. Upon If allowed by the Manufacturer, upon Closing, Contributor will be deemed to have automatically assigned, and Contributor shall assign, to NewCo Contributor’s parts return rights without any further action (but Contributor shall take any further action requested by LMP or required by the Manufacturer to implement such assignment of rights). At the request of LMP, Contributor shall use its best efforts to assist NewCo in effecting any parts return offered by the Manufacturer (including, if necessary, applying for parts return in Contributor’s name), and Contributor shall promptly pay over to NewCo any monies received from the Manufacturer related thereto. NewCo is not obligated to purchase old, opened, obsolete, superseded, incomplete, or damaged parts or accessories. NewCo shall also accept contribution of Contributor’s useable gas, oil, grease and other useable inventories for values equal to the actual dealer replacement cost (less all rebates and discounts). The contribution values for all other parts not addressed in this Section will equal the value thereof as mutually agreed between LMP and Contributor. If any parts and accessories or other inventories or goods that NewCo is not obligated to accept contribution of hereunder are not removed from the Property within ten (10) days after the Closing Date, such property will automatically become Assets contributed to NewCo pursuant to the Xxxx of Sale without additional consideration.

Appears in 1 contract

Samples: Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.)

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