Wrong Pocket Payments Clause Samples
The Wrong Pocket Payments clause ensures that any payments or funds mistakenly received by a party, which rightfully belong to the other party under the agreement, are promptly transferred to the correct recipient. In practice, this clause applies when, for example, a customer accidentally pays a supplier instead of the intended service provider, or when royalties are misdirected to the wrong entity. Its core function is to prevent unjust enrichment and administrative confusion by requiring parties to correct payment errors, thereby maintaining financial accuracy and fairness in contractual relationships.
Wrong Pocket Payments. If, at or after the Transfer Date, a Party receives payments (the „Receiving Party”) which are attributed to the respective other Party pursuant to the terms of this Agreement (the „Wrong Pocket Payments”):11.
3.1 For the period ending twelve (12) months following the Effective Date (the „Forwarding Period”), the Receiving Party shall forward to the other Party any Wrong Pocket Payments in the respective currency received from a third party after the Effective Date which are attributed to the respective other Party pursuant to the terms of this Agreement. The payments are to be forwarded at least once a month by wire transfer into the bank accounts denominated by the respective Party. It is understood that Seller and Purchaser shall pay and receive any payments made by or to them under this Clause 11.3.1 for themselves with discharging effect. If a Party is obliged under relevant law to repay payments received from a third party and which have been forwarded to the other Party, the other Party shall promptly, following its receipt of the written demand of the repaying Party, reimburse in full to the repaying Party such repayments and directly related interest, reasonable costs and reasonable expenses.
Wrong Pocket Payments. From and after the Closing, if Purchaser, Parent or any of their Affiliates (including, after the Closing, SeedInvest Technology) receive any payments related to an Excluded Asset, Purchaser, Parent or any such Affiliate (including, after the Closing, SeedInvest Technology), as applicable, shall, to the extent not prohibited by applicable Law, remit any such amounts to Seller Parent within ten (10) Business Days of each day on which such party receives such sum. For the avoidance of doubt, from and after the Closing, if the Sellers receive any accounts payables related to the Assumed Contracts with respect to a period starting from and after the Closing Date, (i) Sellers shall deliver such accounts payables to Purchaser and Parent and such accounts payables shall be deemed “Assumed Liabilities” pursuant to Section 2.3(b)(i) herein, and (ii) the Purchaser and Parent, as applicable, shall assume and perform all obligations and liabilities with respect to such accounts payables.
