Payments Received. Holdco, Sellers and Buyer agree that, after the Closing Date, they shall hold and shall promptly transfer and deliver to the other party, from time to time as and when received by it and in the currency received, any cash, checks with appropriate endorsements (using commercially reasonable efforts not to convert such checks into cash) or other property that they may receive after the Closing Date which belongs to the other party, including any payments of accounts receivable and insurance proceeds, and shall account to the other party for all such receipts. In the event of a dispute between the parties regarding any party’s obligations under this Section 8.10, the parties shall cooperate and act in good faith to promptly resolve such dispute and, in connection with such cooperation, allow each other reasonable access to the records of the other relating to such disputed item.
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Samples: Equity Purchase Agreement (Altra Industrial Motion Corp.)
Payments Received. Holdco, Sellers Seller and Buyer Purchaser each agree that, after the Closing Datedate hereof, they it shall hold and shall promptly transfer and deliver to the other partyParty, from time to time as and when received by it and in the currency received, any cash, checks with appropriate endorsements (using commercially reasonable efforts not to convert such checks into cash) ), or other property that they may receive after the Closing Date date hereof which property belongs to the other partyParty, including any payments of accounts receivable and insurance proceeds, and shall account to the other party Party for all such receipts. In the event of a dispute between the parties Parties regarding any partyParty’s obligations under this Section 8.106.5, the parties Parties shall cooperate and act in good faith to promptly resolve such dispute and, in connection with such cooperation, allow each other reasonable access to the records of the other relating to such disputed item.
Appears in 1 contract
Samples: Asset Purchase and License Agreement (AstroNova, Inc.)
Payments Received. Holdco, Sellers Seller and Buyer agree that, after the Closing Date, they shall hold and shall promptly transfer and deliver to the other party, from time to time as and when received by it and in the currency received, any cash, checks with appropriate endorsements (using commercially reasonable efforts not to convert such checks into cash) or other property that they may receive after the Closing Date which belongs to the other party, including any payments of accounts receivable and insurance proceeds, and shall account to the other party for all such receipts. In the event of a dispute between the parties regarding any party’s 's obligations under this Section 8.105.12, the parties shall cooperate and act in good faith to promptly resolve such dispute and, in connection with such cooperation, allow each other reasonable access to the records of the other relating to such disputed item.
Appears in 1 contract
Payments Received. Holdco, Sellers Seller Holders and Buyer agree that, after the Closing Date, they shall hold and shall promptly transfer and deliver to the other party, from time to time as and when received by it and in the currency received, any cash, checks with appropriate endorsements (using commercially reasonable efforts not to convert such checks into cash) or other property that they may receive after the Closing Date which belongs to the other party, including any payments of accounts receivable and insurance proceeds, and shall account to the other party for all such receipts. In the event of a dispute between the parties regarding any party’s obligations under this Section 8.105.6, the parties shall cooperate and act in good faith to promptly resolve such dispute and, in connection with such cooperation, allow each other reasonable access to the records of the other relating to such disputed item.
Appears in 1 contract
Payments Received. Holdco, Sellers Seller and Buyer Purchaser each agree that, after the Closing Effective Date, they it shall hold and shall promptly transfer and deliver to the other partyParty, from time to time as and when received by it and in the currency received, any cash, checks with appropriate endorsements (using commercially reasonable efforts not to convert such checks into cash) ), or other property that they may receive after the Closing Effective Date hereof which property belongs to the other partyParty, including any payments of accounts receivable and insurance proceeds, and shall account to the other party Party for all such receipts. In the event of a dispute between the parties Parties regarding any partyParty’s obligations under this Section 8.106.5, the parties Parties shall cooperate and act in good faith to promptly resolve such dispute and, in connection with such cooperation, allow each other reasonable access to the records of the other relating to such disputed item.
Appears in 1 contract
Samples: Asset Purchase and License Agreement (Innovative Solutions & Support Inc)
Payments Received. Holdco, Sellers and Buyer Purchaser agree that, after the Closing Date, they shall hold and shall promptly transfer and deliver to the other party, from time to time as and when received by it and in the currency received, any cash, checks with appropriate endorsements (using commercially reasonable efforts not to convert such checks into cash) ), or other property that they may receive after the Closing Date date hereof which property belongs to the other party, including any payments of accounts receivable and insurance proceeds, and shall account to the other party for all such receipts. In the event of a dispute between the parties regarding any party’s obligations under this Section 8.105.13, the parties shall cooperate and act in good faith to promptly resolve such dispute and, in connection with such cooperation, allow each other reasonable access to the records of the other relating to such disputed item.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Honeywell International Inc)