Transitional Activities. Subject to applicable Law, the parties agree that upon signing of this Agreement, they will commence discussions and planning on integration and transitional activities in order to ensure that post Closing operational merger activities may commence as quickly as possible. Both parties further agree to provide the appropriate and necessary resources for the aforementioned discussions and planning.
Transitional Activities. During the Transition Period, in ----------------------- addition to the manufacture and shipping obligations of Seller under the Supply Agreement, Seller also shall perform the Transitional Activities on behalf of Purchaser. On a quarterly basis during the Transition Period, Seller shall reconcile the net amount owed Purchaser from the sale of Products to third parties. Such reconciliation shall be performed in a manner consistent with the reconciliation example set forth in Exhibit L. Seller shall pay Purchaser all amounts due according to such reconciliation not later than thirty (30) days after the end of the quarter for which such reconciliation was performed. Such payment shall be made by wire transfer to the First Security Bank of Utah, or such other bank as Anesta shall specify from time to time. Concurrent with such wire transfer, Seller shall transmit to Purchaser a report summarizing the calculations performed pursuant to the reconciliation. The parties shall cooperate to effect the orderly transition of the Transitional Activities from Seller to Purchaser.
Transitional Activities. In the event that either Party terminates this Agreement, the Parties shall cooperate to ensure an orderly transition of applicable activities from one Party to the other. The non-terminating Party shall provide the terminating Party with reasonable assistance in transferring the activities of the non-terminating Party to the terminating Party, at the terminating Party’s expense; provided, however, that if the non-terminating Party has acted in good faith, the non-terminating Party shall not be required to provide any such assistance for more than 90 days from the effective date of termination.
Transitional Activities. In the event that either Party terminates this Agreement, the Parties shall cooperate to ensure an orderly transition of applicable activities from LIMINATUS to TDT. LIMINATUS shall provide TDT with reasonable assistance in transferring the activities of LIMINATUS to TDT, at LIMINATUS’s expense; provided, however, that if LIMINATUS has acted in good faith and termination was not as a result of uncured material breach by LIMINATUS, LIMINATUS shall not be required to provide any such assistance for more than 180 days from the effective date of termination.
Transitional Activities. (a) Promptly after the Closing and at the request of Buyer, the Company shall mail notices, in forms approved by Buyer in advance, to customers, clients and specified suppliers of the Company, advising them of the sale of the Business and of the continuation of the Business by the Buyer.
Transitional Activities. 36 10.3 Publicity.................................................................... 36 10.4 Litigation Support........................................................... 36 10.5
Transitional Activities. 2.1 Cypress agrees to cause its field representatives and management to return all Savella samples, vouchers, coupons, sales aids and other promotional materials to Xxxxxxx for return to Forest. All returns shall be by a reputable, traceable delivery method (e.g., Federal Express) and will be completed as soon as possible, within 10 business days following the Effective Date. Cypress will provide written notice to Forest of the completion of all such returns.
