Right of Endorsement. After the Closing Date, Purchaser shall have the absolute and unconditional right and authority to endorse, without recourse, the name of Seller on any check or any other evidence of indebtedness received by Purchaser exclusively on account of any of the Assets, and Seller shall deliver to Purchaser at the Closing a letter of instruction executed by Seller sufficient to permit Purchaser to deposit such checks or other evidences of indebtedness in bank accounts in the name of Purchaser.
Right of Endorsement. Upon the Closing and thereafter, SPSS shall have the right and authority to endorse, without recourse, the name of DeltaPoint on any check or any other evidence of indebtedness received by SPSS and to which it is entitled on account of any receivable or other Asset transferred by DeltaPoint pursuant hereto, and DeltaPoint shall deliver to SPSS at the Closing documents sufficient to permit SPSS to deposit such checks or other evidences of indebtedness in bank accounts in the name of SPSS.
Right of Endorsement. From and after the Closing Date, Buyer shall have the absolute and unconditional right and authority to endorse, without recourse, the name of any Seller or Seller Controlling Party on any check or other form of payment received by Buyer on account of the Target Business conducted by DJS LLC, PTA LLC or DSI LLC. In connection therewith, each Seller shall deliver to Buyer at the Closing copies of the resolutions duly adopted by its manager, managing Member, Board of Directors or Board of Managers, as applicable, certified by such Seller’s Secretary or other appropriate officer, and a letter of instruction executed by such Seller’s President and the Secretary, or other appropriate officer, sufficient to permit Buyer and the Target Business to deposit such payments, so endorsed, in bank accounts in the name of Buyer and/or the Target Business.
Right of Endorsement. From and after the Closing Date, Buyer shall have the absolute and unconditional right and authority to endorse, without recourse, the name of Seller on any check or other form of payment received by Buyer on account of any of the Purchased Assets. In connection therewith, Seller shall deliver to Buyer at the Closing copies of the resolutions duly adopted by its Board of Managers certified by Seller’s Secretary, and a letter of instruction executed by Seller’s President and the Secretary, sufficient to permit Buyer to deposit such payments, so endorsed, in bank accounts in the name of Buyer.
Right of Endorsement. Effective upon the Closing, the Seller hereby irrevocably constitutes and appoints the Buyer, its successors and assigns, the true and lawful attorneys of the Seller with full power of substitution, in the name of the Buyer, or the name of the Seller, on behalf of and for the benefit of the Buyer, to collect all accounts receivable and other items being transferred, conveyed and assigned to the Buyer as provided herein, to endorse, without recourse, checks, notes and other instruments in the name of the Seller, to institute and prosecute, in the name of the Seller or otherwise, all proceedings which the Buyer may deem proper in order to collect, assert or enforce any claim, right or title of any kind in or to the Business or any of the Purchased Assets, to defend and compromise any and all actions, suits or proceedings in respect of the Business or any of the Purchased Assets, and to do all such acts and things in relation thereto as the Buyer may deem advisable. The Seller agrees that the foregoing powers are coupled with an interest and shall be irrevocable by the Seller and shall not be affected directly or indirectly, by the dissolution of the Seller or in any manner or for any reason, except that the foregoing powers shall automatically terminate with respect to any uncollected Accounts Receivable transferred back to the Seller in accordance with Section 2.2. Subject to Section 2.2 with respect to Accounts Receivable transferred back to Seller, the Seller further agrees that the Buyer shall retain for its own account any amounts collected pursuant to the foregoing powers, and the Seller shall pay to the Buyer, if and when received, any amounts which shall be received by the Seller after the Closing in respect of any accounts receivable or other assets, properties, rights or business to be transferred, conveyed and assigned to the Buyer as provided herein.
Right of Endorsement. PMG hereby constitutes and appoints the Company and its successors and assigns the true and lawful attorney of PMG, with full power of substitution, in the name of the Company, or in the name of PMG, on behalf of and for the benefit of the Company, (a) to collect all items being sold, transferred, conveyed and assigned to the Company as provided herein, (b) to endorse, without recourse, checks, notes and other instruments constituting or relating to the Distribution Agreement, (c) to institute and prosecute all proceedings which the Company may deem proper in order to collect, assert or enforce any claim, right or title of any kind in or to the Distribution Agreement, (d) to defend and compromise any and all actions, suits or proceedings in respect of the Distribution Agreement and (e) to do all such acts and things in relation thereto as the Company may deem advisable. The foregoing powers are coupled with an interest and shall be irrevocable by PMG, directly or indirectly, in any manner or for any reason.
Right of Endorsement. 14 2.11. Valuation of Purchased Assets.............................. 14 2.12. Closing.................................................... 14
Right of Endorsement. From and after the Closing Date, Promos shall have the right and authority to endorse, without recourse, the name of OmniCorder on any check or any other evidence of indebtedness received by Promos and to which it is entitled on account of any receivable or other Asset transferred by OmniCorder pursuant hereto, and OmniCorder shall deliver to Promos at the Closing documents sufficient to permit Promos to deposit such checks or other evidences of indebtedness in bank accounts in the name of Promos.
Right of Endorsement. ............................................ 6 1.5. Further Assurances.................................................. 7 1.6. Right to Assign..................................................... 7
Right of Endorsement. After the Closing Date, the Company and its assignees shall have the right and authority to endorse, without recourse, the name of Norton on any check or any other evidence of indebtedness received by the Company on account of any receivable or other Asset transferred by Norton pursuant hereto, and Norton shall deliver to the Company at the Closing copies of such documents, certified by the Secretary or an Assistant Secretary of Norton, sufficient to permit the Company to deposit such checks or other evidences of indebtedness in bank accounts in the name of the Company.
