Common use of Wrong Pockets Clause in Contracts

Wrong Pockets. If either Buyer, on the one hand, or Seller, on the other hand, becomes aware that any of the Acquired Assets has not been transferred to Buyer or that any of the Excluded Assets has been transferred to Buyer, Buyer or Seller, as applicable, shall promptly notify the other and the Parties shall, as soon as reasonably practicable, ensure that such property is transferred, with any necessary prior Third Party consent or approval, to (a) Buyer, in the case of any Acquired Asset which was not transferred to Buyer at the Closing; or (b) Seller, in the case of any Excluded Asset which was transferred to Buyer at the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vertex Pharmaceuticals Inc / Ma)

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Wrong Pockets. If either Buyer, on following the one hand, Closing any Buyer or Seller, on the other hand, Seller becomes aware that any of the Acquired Purchased Assets has have not been transferred to Buyer Buyers or that any of the Excluded Assets has have been transferred to BuyerBuyers, Buyer or Seller, as applicable, it shall promptly notify the other and the Parties parties hereto shall, as soon as reasonably practicablepracticable thereafter, ensure that such property is transferred, with any necessary prior Third Party consent or approvalat the expense of the party that is seeking the assets to be transferred to it, to (ai) BuyerBuyers, in the case of any Acquired Asset Purchased Assets which was were not transferred to Buyer Buyers at or in connection with the Closing; , as such Purchased Assets are allocated between Buyers in their sole discretion, or (bii) any Seller, in the case of any Excluded Asset Assets which was were transferred to Buyer Buyers at the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Timber Pharmaceuticals, Inc.)

Wrong Pockets. If either Buyer, on the one hand, or Seller, on the other hand, becomes aware that any of the Acquired Assets has not been transferred to Buyer or that any of the Excluded Assets has been transferred to Buyer, Buyer or Seller, as applicable, shall promptly notify the other and the Parties shall, as soon as reasonably practicable, ensure that such property is transferred, with any necessary prior Third Party consent or approval, to (a) Buyer, in the case of any Acquired Asset which was not transferred to Buyer at the Closing; or (b) Seller, in the case of any Excluded Asset which was transferred to Buyer at the Closing.. Section 9.03

Appears in 1 contract

Samples: Asset Purchase Agreement (Concert Pharmaceuticals, Inc.)

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Wrong Pockets. If following the Closing either Buyer, on the one hand, Buyer or Seller, on the other hand, any Seller becomes aware that any of the Acquired Purchased Assets has have not been transferred to Buyer or that any of the Excluded Assets has have been transferred to Buyer, Buyer or Seller, as applicable, it shall promptly notify the other and the Parties parties hereto shall, as soon as reasonably practicablepracticable thereafter, ensure that such property is transferred, with any necessary prior Third Party consent or approvalat the expense of the party that is seeking the assets to be transferred to it, to (ai) Buyer, in the case of any Acquired Asset Purchased Assets which was were not transferred to Buyer at or in connection with the Closing; , or (b) any Seller, in the case of any Excluded Asset Assets which was were transferred to Buyer at the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement

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