Common use of Joint Operations Clause in Contracts

Joint Operations. From the Closing (or the Alternate Closing) until such time as the Buyer and the Seller can physically separate the Business from the operations of the Seller, the parties agree to share certain operational assets and space on a cooperative basis with Buyer and Seller each paying fifty percent (50%) of such shared services, including, without limitation, rent, utilities, and telephone charges. If either party vacates the current Winter Park, FL office facility prior to December 31, 2001, such party shall continue to pay fifty percent (50%) of the rent and other expenses for such facility through December 31, 2001. The parties further agree to provide to one another free of charge certain additional services from the date hereof until such time as the Buyer and the Seller can physically separate the Business from the operations of the Seller. Such additional services to be provided by the Seller to the Buyer free of charge shall be in the nature of accounting services, including payroll services, generation of NASD focus reports and bookkeeping services. Additional services to be provided by the Buyer to the Seller free of charge shall include such operational services not specified above but otherwise necessary for the operation of the Business in the ordinary course, including, but not limited to, training and support of Wexford ADP system operations." 11. Section 7.3. Section 7.3 of the Purchase Agreement is hereby amended ----------- in its entirety to read as follows:

Joint Operations. From the Closing (or the Alternate Closing) until such time as the Buyer and the Seller can physically separate the Business from the operations of the Seller, the parties agree to share certain operational assets and space on a cooperative basis with Buyer and Seller each paying fifty percent (50%) of such shared services, including, without limitation, rent, utilities, and telephone charges. If either party vacates the current Winter Park, FL office facility prior to December 31, 2001, such party shall continue to pay fifty percent (50%) of the rent and other expenses for such facility through December 31, 2001. The parties further agree to provide to one another free of charge certain additional services from the date hereof until such time as the Buyer and the Seller can physically separate the Business from the operations of the Seller. Such additional services to be provided by the Seller to the Buyer free of charge shall be in the nature of accounting services, including payroll services, generation of NASD focus reports reports, and bookkeeping services. Additional services to be provided by the Buyer to the Seller free of charge shall include such operational services not specified above but otherwise necessary for the operation of the Business in the ordinary course, course including, but not limited to, training and support of Wexford ADP system operations." 1112. Section 7.37.5. A new Section 7.3 of 7.5 to the Purchase Agreement is hereby amended ----------- added in its entirety to read as follows: