Common use of Subsequent Documentation Clause in Contracts

Subsequent Documentation. Each Seller and each Executive Shareholder shall, at any time and from time to time after the Closing Date, upon the reasonable request of the Buyer and at the expense of the Sellers and the Executive Shareholders, do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered (whether by any Seller, any Shareholder or any other Person), all such further deeds, assignments, transfers and conveyances as may be required for the better assigning, transferring, granting, conveying and confirming to the Buyer or its successors and assigns or for aiding and assisting in collecting and reducing to possession, any or all of the Purchased Property. Each Seller and each Executive Shareholder hereby constitutes and appoints, effective as of the Closing Date, the Buyer, its successors and assigns as the true and lawful attorney-in-fact of such Seller or Executive Shareholder with full power of substitution in the name of such Buyer or in the name of the Seller or Executive Shareholder but for the benefit of the Buyer (a) to collect for the account of the Buyer any item of Purchased Property and (b) to institute and prosecute all proceedings which the Buyer may in its discretion deem proper in order to assert or enforce any right, title or interest in or to the Purchased Property and to defend or compromise (subject to Section 10, if applicable) any and all actions, suits or proceedings in respect of any of the Purchased Property. The Buyer shall be entitled to retain for its own account any amounts collected pursuant to the foregoing powers, including any amounts payable as interest in respect thereof. EACH SELLER AND EACH EXECUTIVE SHAREHOLDER HEREBY DECLARES THAT THE FOREGOING APPOINTMENT IS COUPLED WITH AN INTEREST AND SHALL BE IRREVOCABLE AND PERPETUAL AND SHALL NOT BE TERMINATED BY ANY ACT OF ANY SELLER, ANY EXECUTIVE SHAREHOLDER OR THEIR RESPECTIVE SUCCESSORS OR ASSIGNS, BY OPERATION OF LAW OR BY THE OCCURRENCE OF ANY OTHER EVENT OR IN ANY OTHER MANNER.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (GHS Inc)

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Subsequent Documentation. Each Seller and each Executive Shareholder shall, at any time and from time to time after the Closing Date, upon the reasonable request of the Buyer and at the expense of the Sellers and the Executive Shareholders, do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered (whether by any Seller, any Shareholder or any other Person), all such further deeds, assignments, transfers and conveyances as may be required for the better assigning, transferring, granting, conveying and confirming to the Buyer or its successors and assigns or for aiding and assisting in collecting and reducing to possession, any or all of the Purchased Property. Each Seller and each Executive Shareholder hereby constitutes and appoints, effective as of the Closing Date, the Buyer, its successors and assigns as the true and lawful attorney-in-fact of such Seller or Executive Shareholder with full power of substitution in the name of such Buyer or in the name of the Seller or Executive Shareholder but for the benefit of the Buyer (a) to collect for the account of the Buyer any item of Purchased Property and (b) to institute and prosecute all proceedings which the Buyer may in its discretion deem proper in order to assert or enforce any right, title or interest in or to the Purchased Property and to defend or compromise (subject to Section 10, if applicable) any and all actions, suits or proceedings in respect of any of the Purchased Property. The Buyer shall be entitled to retain for its own account any amounts collected pursuant to the foregoing powers, including any amounts payable as interest in respect thereof. EACH SELLER AND EACH EXECUTIVE SHAREHOLDER HEREBY DECLARES THAT THE FOREGOING APPOINTMENT IS COUPLED WITH AN INTEREST AND SHALL BE IRREVOCABLE AND PERPETUAL AND SHALL NOT BE TERMINATED BY ANY ACT OF ANY SELLER, ANY EXECUTIVE SHAREHOLDER OR THEIR RESPECTIVE SUCCESSORS OR ASSIGNS, BY OPERATION OF LAW OR BY THE OCCURRENCE OF ANY OTHER EVENT OR IN ANY OTHER MANNER.. Section 2.4

Appears in 2 contracts

Samples: Asset Purchase Agreement (Magellan Health Services Inc), Asset Purchase Agreement (Magellan Health Services Inc)

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Subsequent Documentation. Each Seller and each Executive Shareholder The Sellers shall, at any time and from time to time after the Closing Date, upon the reasonable request of the Buyer and at the expense of the Sellers and the Executive ShareholdersSellers, do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered (whether by any Seller, any Shareholder or any other Person)delivered, all such further deeds, assignments, consents, transfers and conveyances as may be required for the better assigning, transferring, granting, conveying and confirming to the Buyer or its successors and assigns assigns, or for aiding and assisting in collecting and reducing to possession, any or all of the Purchased Property. Each Seller The Sellers hereby constitute and each Executive Shareholder hereby constitutes and appointsappoint, effective as of the Closing Date, the Buyer, its successors and assigns as the true and lawful attorney-in-fact attorney of such Seller or Executive Shareholder all of the Sellers with full power of substitution in the name of such the Buyer or in the name of any of the Seller or Executive Shareholder Sellers but for the benefit of the Buyer (a) to collect for the account of the Buyer all Accounts Receivable and any other item of Purchased Property and (b) to institute and prosecute all proceedings which the Buyer may in its discretion deem proper in order to collect the Accounts Receivable or to assert or enforce any right, title or interest in in, to or to under the Purchased Property and to defend or compromise (subject to Section 1013 hereof, if applicable) any and all actions, suits or proceedings in respect of any of the Purchased Property. The Sellers agree to hold in trust for the account of the Buyer all Accounts Receivable received by Sellers on or after the Closing Date and further agree to promptly deliver such Accounts Receivable to the Buyer. The Buyer shall be entitled to retain for its own account any amounts collected pursuant to the foregoing powers, including any amounts payable as interest in respect thereof. EACH SELLER AND EACH EXECUTIVE SHAREHOLDER HEREBY DECLARES THAT THE FOREGOING APPOINTMENT IS COUPLED WITH AN INTEREST AND SHALL BE IRREVOCABLE AND PERPETUAL AND SHALL NOT BE TERMINATED BY ANY ACT OF ANY SELLER, ANY EXECUTIVE SHAREHOLDER OR THEIR RESPECTIVE SUCCESSORS OR ASSIGNS, BY OPERATION OF LAW OR BY THE OCCURRENCE OF ANY OTHER EVENT OR IN ANY OTHER MANNER.

Appears in 1 contract

Samples: Asset Purchase Agreement (Alltrista Corp)

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