Common use of Collections and Payments Clause in Contracts

Collections and Payments. Following receipt by Buyer of a written notice form Seller stating that a Lease Renewal Commission is then due and payable, Buyer agrees to collect, on behalf of Seller, using commercially reasonable efforts, the Lease Renewal Commission and to pay, on behalf of Seller, solely from the collection of Lease Renewal Commissions, the Lease Renewal Payables. Seller shall cooperate with Buyer in the collection of the Lease Renewal Commissions; provided, however, that Seller may not initiate litigation, settle or compromise any account or pursue a collection action in respect of a disputed Lease Renewal Commissions, without the written consent of Buyer, such consent not to be unreasonably withheld, conditioned or delayed. Seller shall promptly remit to Buyer, for the purposes of netting Lease Renewal Commissions and Lease Renewal Payables, any proceeds of any of the Lease Renewal Commissions realized after the Closing by Seller. Buyer may not settle or compromise any Lease Renewal Commissions or any obligations, expenses or costs related, arising under, or otherwise payable in connection with the Lease Renewal Commissions, including, without limitation, costs of collection and commissions and obligations to brokers, without the consent of Seller, such consent not to be unreasonably withheld, delayed or conditioned. Buyer may, upon notice to Seller, decline to pursue collection of any Lease Renewal Commissions and, in that event, shall not pay the Lease Renewal Payables related thereto, but Buyer shall instead assign, without recourse, any right, title and interest in such Lease Renewal Commissions to Seller, and Seller may use its reasonable efforts to collect such Lease Renewal Commissions and shall be obligated to pay the Lease Renewal Payables related thereto. Seller hereby agrees to indemnify, defend and hold Buyer and its Affiliates harmless from and against any Tax liability incurred in connection with the collection, pursuant to this Section 2.6, by Buyer and Affiliates of the Lease Renewal Commissions and payment of the Lease Renewal Payables on behalf of Seller.

Collections and Payments. Following receipt by Buyer of a written notice form Seller stating that a Lease Renewal Commission is then due and payable, Buyer agrees to collect, on behalf of Seller, using commercially reasonable efforts, the Lease Renewal Commission Receivables and to pay, on behalf of Seller, solely from the collection of Lease Renewal CommissionsCommission Receivables, the Lease Renewal Commission Payables. Seller shall cooperate with Buyer in the collection of the Lease Renewal CommissionsCommission Receivables; provided, however, that Seller may not initiate litigation, settle or compromise any account or pursue a collection action in respect of a disputed Lease Renewal CommissionsCommission Receivable, without the written consent of Buyer, such consent not to be unreasonably withheld, conditioned or delayed. Seller shall promptly remit to Buyer, for the purposes of netting Lease Renewal Commissions Commission Receivables and Lease Renewal Commission Payables, any proceeds of any of the Lease Renewal Commissions Commission Receivables realized after the Closing by Seller. Buyer may not settle or compromise any Lease Renewal Commissions Commission Receivables or any obligations, expenses or costs related, arising under, or otherwise payable in connection with the Lease Renewal CommissionsCommission Receivables, including, without limitation, costs of collection and commissions and obligations to brokers, without the consent of Seller, such consent not to be unreasonably withheld, delayed or conditioned. Buyer may, upon notice to Seller, decline to pursue collection of any Lease Renewal Commissions Commission Receivables and, in that event, shall not pay the Lease Renewal Commission Payables related thereto, but Buyer shall instead assign, without recourse, any right, title and interest in such Lease Renewal Commissions Commission Receivables to Seller, and Seller may use its reasonable efforts to collect such Lease Renewal Commissions Commission Receivables and shall be obligated to pay the Lease Renewal Commission Payables related thereto. Seller hereby agrees to indemnify, defend and hold Buyer and its Affiliates harmless from and against any Tax liability incurred in connection with the collection, pursuant to this Section 2.62.5.3, by Buyer and Affiliates of the Lease Renewal Commissions Commission Receivables and payment of the Lease Renewal Commission Payables on behalf of Seller.