Actions by Seller and Buyer After the Closing Sample Clauses

Actions by Seller and Buyer After the Closing. A. Seller and Buyer agree that so long as any books, records, and files relating to the business, Assets or operations of the Seller remain in existence and available, Buyer (at its expense) shall have the right to inspect and to make copies of the same at any time during business hours for any proper purpose with reasonable advance notice. Seller further agrees that it shall preserve and maintain all of its existing books and record relating to the Purchased Assets for a period of at least three (3) years following the date of Closing.
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Actions by Seller and Buyer After the Closing. 21 --------------------------------------------- 9.1 Tax Matters ........................................................ 21 ARTICLE X.
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Actions by Seller and Buyer After the Closing. On and after the Closing Date, Seller, Xxxxxx and Buyer will take all appropriate action and execute all documents, instruments or conveyances of any kind which may be reasonably necessary or advisable to carry out any of the provisions hereof.
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Actions by Seller and Buyer After the Closing. 9.1 Books and Records 30 9.2 Survival of Representations, etc 31 9.3 Indemnification 31 9.4 Further Assurances 33 9.5 Name; Proprietary Information 33 9.6 No Solicitation 34 ARTICLE X
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Actions by Seller and Buyer After the Closing. 10.1 Use of Rose Hills Name. Seller shall use the name "Rose Hills" in the conduct of its affairs as a charitable foundation pursuant to the License Agreement. Neither Buyer nor its Affiliates may represent that it is affiliated with Seller's charitable foundation.
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Actions by Seller and Buyer After the Closing. 11 7.1 Books, Records and Employees.................. 11 7.2 Indemnification............................... 12 7.3
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Actions by Seller and Buyer After the Closing. 55 9.1 Collection of Accounts Receivable and Letters of Credit 55 9.2 Books and Records; Tax Matters 55 9.3 Survival of Representations 56 9.4 Indemnifications 56 9.5 Indemnification Holdback Amount as Initial Source of Payment 61 9.6 Release and Payment of Indemnification Holdback Amount and the Shares 61 9.7 Bulk Sales 63 9.8 Taxes 63 9.9 Insurance 63 9.10 No Solicitation of Rehired Employees 63 9.11 Seller’s Change of Name 64 Page
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Actions by Seller and Buyer After the Closing 
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Related to Actions by Seller and Buyer After the Closing

  • After the Closing Buyer and Seller shall execute and deliver, or shall cause to be executed and delivered from time to time, such further instruments of conveyance and transfer, and shall take such other actions as any party may reasonably request, to convey and deliver the Assets to Buyer, to perfect Buyer’s title thereto, and to accomplish the orderly transfer of the Assets to Buyer in the manner contemplated by this Agreement. If any party hereto receives monies belonging to the other, such amount shall immediately be paid over to the proper party. If an invoice or other evidence of an obligation is received by a party, which is partially an obligation of both Seller and Buyer, then the parties shall consult with each other, and each shall promptly pay its portion of such obligation to the obligee.

  • After Closing Seller and Buyer shall execute, acknowledge and deliver or cause to be executed, acknowledged and delivered, such instruments and take such other action as may be necessary or advisable to carry out their obligations under this Agreement and under any document, certificate or other instrument delivered pursuant hereto.

  • Following the Closing Seller shall permit Buyer and its representatives (including, without limitation, their counsel and auditors), during normal business hours, to have reasonable access to, and examine and make copies of, all books and records of Seller and its Affiliates relating to the Hospital, which books and records, are retained by Seller and which relate to transactions or events contemplated by this Agreement occurring prior to the Closing, to the maximum extent permitted by law. For a period of three (3) years after the Closing, Seller agrees that, prior to the destruction or disposition of any such books or records, Seller shall provide not less than forty-five (45) days', nor more than ninety (90) days' prior written notice to Buyer of such proposed destruction or disposal. If Buyer desires to obtain any such documents, it may do so by notifying Seller in writing at any time prior to the date scheduled for such destruction or disposal. In such event, Seller shall not destroy such documents and the parties shall then promptly arrange for the delivery of such documents to Buyer, its successors or assigns. All out-of-pocket costs associated with the delivery of the requested documents shall be paid by Buyer.

  • Seller and Buyer May Affirm or Terminate Without limiting any other right or remedy of the parties including those under this contract or any right at law or in equity, if the Seller or Buyer, as the case may be, fails to comply with an Essential Term, or makes a fundamental breach of an intermediate term, the Seller (in the case of the Buyer’s default) or the Buyer (in the case of the Seller’s default) may affirm or terminate this contract.

  • After the Closing Date Buyer shall accept payment of all accounts receivable in the normal course of conducting the Business. Upon payment of any amounts from Delinquent Members, Buyer shall credit such payment first to the amounts owed by such Delinquent Member indicated on the Seller Receivable List, and then for Buyer's account.

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • COVENANTS OF SELLER AND BUYER Seller and Buyer each covenant with the other as follows:

  • Deliveries by Seller at Closing At the Closing, Seller shall deliver or cause to be delivered to Buyer the following:

  • Deliveries by Buyer at Closing At the Closing, Buyer shall deliver to Seller:

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

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