Common use of Billing and Invoices Clause in Contracts

Billing and Invoices. In the event that any Seller or any of their respective Affiliates receive payment after the Closing Date on invoices relating to any business arising from the Purchased Assets operated by the Buyer or sales of products or services rendered by the Buyer on or after the Closing Date, such Seller will promptly notify the Buyer of such receipt and will promptly remit, or will cause such Affiliate to promptly remit, such payment to the Buyer without depositing such payment in an account of such Seller, or such Affiliate, unless in error, and such Seller, or such Affiliate, shall not be entitled to offset such payment against any payments due such Sellers from the Buyer. In the event that any Seller receives an invoice or request for payment relating to the operation of any business arising from the Purchased Assets on or after the Closing Date, or with respect to any Assumed Liability, such Seller will promptly notify the Buyer of such request or invoice and forward the invoice and all other appropriate information to the Buyer for payment. In the event the Buyer or any of its Affiliates receive payment after the Closing Date on invoices issued by any Sellers relating to an Excluded Asset or relating to product sold or services rendered by businesses other than those relating to the Purchased Assets, the Buyer will promptly notify the Sellers of such receipt and will promptly remit, or will cause such Affiliate to promptly remit, such payment to the Sellers without depositing such payment in an account of the Buyer, or such Affiliate, unless in error, and the Buyer, or such Affiliate, shall not be entitled to offset such payment against any payments due the Buyer from the Sellers.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Intermune Inc), Asset Purchase Agreement (Intermune Inc)