Common use of Wrong Pockets Clause in Contracts

Wrong Pockets. After the Closing, (a) if the parties hereto determine in good faith that any asset that is not an Acquired Asset or any Excluded Liability is transferred by ABI or its Affiliates (including, from and after the Closing, Xxxxxx Parent and its Subsidiaries) to Buyer or its Affiliates, such asset or Excluded Liability shall be promptly transferred back to ABI (or one of its Affiliates designated by ABI) without the payment of any additional consideration and (b) if the parties hereto determine in good faith that any Acquired Asset or Assumed Liability is held by ABI or its Affiliates (including, from and after the Closing, Xxxxxx Parent and its Subsidiaries), such Acquired Asset or Assumed Liability shall be promptly transferred to Buyer (or one of its Affiliates designated by Buyer) without the payment of any additional consideration.

Appears in 3 contracts

Samples: Purchase Agreement (Anheuser-Busch InBev S.A.), Copy Purchase Agreement (Molson Coors Brewing Co), Purchase Agreement

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Wrong Pockets. After the Closing, (a) if the parties hereto Parties determine in good faith that any asset that is not an Acquired Intellectual Property Asset or Purchased Asset or any Excluded Liability is transferred by ABI any Seller or any of its Affiliates (including, from and after to the Closing, Xxxxxx Parent and its Subsidiaries) to Buyer or any of its Affiliates, such asset or Excluded Liability shall be promptly transferred back to ABI such Seller (or one of its Affiliates designated by ABIthe Sellers’ Representative) without the payment of any additional consideration and (b) if the parties hereto Parties determine in good faith that any Acquired Intellectual Property Asset or Purchased Asset or Assumed Liability is held by ABI any Seller or any of its Affiliates (including, from and after the Closing, Xxxxxx Parent and its Subsidiaries)Affiliates, such Acquired Intellectual Property Asset, Purchased Asset or Assumed Liability shall be promptly transferred to the Buyer (or one of its Affiliates designated by the Buyer) without the payment of any additional consideration.

Appears in 1 contract

Samples: Securities and Asset Purchase Agreement (Tilray Brands, Inc.)

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