Cash Management After the Distribution Date. Legacy shall establish and maintain a separate cash management system and accounting records with respect to the Legacy Business effective as of 12:01 a.m. on the day following the Distribution Date; thereafter, (i) any payments by Excel or EDV on behalf of Legacy in connection with the Legacy Business (including, without limitation, any such payments in respect of Liabilities or other obligations of Legacy under the Administrative Services Agreement) shall be recorded in the accounts of Legacy as a payable to Excel or EDV, as applicable; (ii) any payments by Legacy on behalf of Excel or EDV in connection with the Excel Retained Business or the EDV Retained Business, respectively (including, without limitation, any such payments in respect of Liabilities or other obligations of Excel or EDV under the Administrative Services Agreement), shall be recorded in the accounts of Excel or EDV, as applicable, as a payable to Legacy; (iii) any cash payments received by Excel or EDV relating to the Legacy Business or the Legacy Assets shall be recorded in the accounts of Excel or EDV, as applicable, as a payable to Legacy; (iv) any cash payments received by Legacy relating to the Excel Retained Business, the EDV Retained Business, the Excel Retained Assets or the EDV Retained Assets shall be recorded in the accounts of Legacy as a payable to Excel or EDV, as applicable; (v) Excel, EDV and Legacy shall make adjustments for late deposits, checks returned for not sufficient funds and other post-Distribution Date transactions as shall be reasonable under the circumstances consistent with the purpose and intent of this Agreement; and (vi) the net balance due to Excel, EDV or Legacy, as the case may be, in respect of the aggregate amounts of clauses (i), (ii), (iii), (iv) and (v) shall be paid by Excel, EDV or Legacy, as appropriate, as promptly as practicable. For purposes of this Section 2.07(a), the parties contemplate that the Excel Retained Business, the EDV Retained Business and the Legacy Business, including but not limited to the administration of accounts payable and accounts receivable, will be conducted in the normal course.
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Sources: Distribution Agreement (Excel Realty Trust Inc), Distribution Agreement (Excel Legacy Corp)
Cash Management After the Distribution Date. Legacy shall establish and maintain a separate cash management system and accounting records with respect to the Legacy Business effective as of 12:01 a.m. on the day following the Distribution Date; thereafter, (i) any payments by Excel or EDV on behalf of Legacy in connection with the Legacy Business (including, without limitation, any such payments in respect of Liabilities or other obligations of Legacy under the Administrative Services Employee Benefits Allocation Agreement) shall be recorded in the accounts of Legacy as a payable to Excel or EDV, as applicable; (ii) any payments by Legacy on behalf of Excel or EDV in connection with the Excel Retained Business or the EDV Retained Business, respectively (including, without limitation, any such payments in respect of Liabilities or other obligations of Excel or EDV under the Administrative Services Employee Benefits Allocation Agreement), shall be recorded in the accounts of Excel or EDV, as applicable, as a payable to Legacy; (iii) any cash payments received by Excel or EDV relating to the Legacy Business or the Legacy Assets shall be recorded in the accounts of Excel or EDV, as applicable, as a payable to Legacy; (iv) any cash payments received by Legacy relating to the Excel Retained Business, the EDV Retained Business, the Excel Retained Assets or the EDV Retained Assets shall be recorded in the accounts of Legacy as a payable to Excel or EDV, as applicable; (v) Excel, EDV and Legacy shall make adjustments for late deposits, checks returned for not sufficient funds and other post-Distribution Date transactions as shall be reasonable under the circumstances consistent with the purpose and intent of this Agreement; and (vi) the net balance due to Excel, EDV or Legacy, as the case may be, in respect of the aggregate amounts of clauses (i), (ii), (iii), (iv) and (v) shall be paid by Excel, EDV or Legacy, as appropriate, as promptly as practicable. For purposes of this Section 2.07(a), the parties contemplate that the Excel Retained Business, the EDV Retained Business and the Legacy Business, including but not limited to the administration of accounts payable and accounts receivable, will be conducted in the normal course.
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