Accounts Payable - AP
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Follow Accounts Payable clause. Click to sign-up for email updates. To the extent not apportioned at Closing, any indebtedness, accounts payable, liabilities or obligations of any kind or nature related to Seller or the Property for the periods prior to and including the Closing Date shall be retained by Seller and promptly allocated to Seller and evidence thereof shall be provided to Buyer, and Buyer shall not be or become liable therefor, except as expressly assumed by Buyer pursuant to this Contract, and invoices received in the ordinary course of business prior to Closing shall be allocated to Seller at Closing.
Except as set forth in Section trade accounts payable definition. Since the date of the Base Balance Sheet, the Company has paid its accounts payable in the ordinary course and in a manner which is consistent with its past practices. As of the date hereof, to the Companys knowledge, the Company has no account payable to any Person other than accounts payable in the ordinary course of business which are not material in the aggregate which is an Affiliate of the Company or any of its directors, officers, employees or stockholders, except as set forth in Trade accounts payable definition 2.
In the event that, subsequent to the Closing, Buyer or an Affiliate of Buyer receives any invoices from any Third Party with respect to any account payable of the Product Business outstanding prior to the Closing, then Buyer shall, within 30 days of receipt of such invoice, provide such invoice to Seller.
In the event that, subsequent to the Closing, Seller or any of its Affiliates receives any invoices from any Third Party with respect to any account payable of Buyer or any of its Affiliates for any period after the Closing, then Seller shall, within 30 days of receipt of such invoice, provide such invoice to Buyer.
Each party and their Affiliates will promptly deliver to the other a true copy of any invoice, written notice of accounts payable or written notice of a dispute as to the amount or terms of any accounts payable received trade accounts payable definition the creditor of such accounts payable to the extent such trade accounts payable definition payable is owed trade accounts payable definition the other party.
Should either party discover it has paid an accounts payable belonging to the other party, then Buyer or Sellers, as applicable, shall provide written notice of such payment to the trade accounts payable definition party and the other party shall promptly reimburse the party that paid such accounts trade accounts payable definition all amounts listed on such notice.
All accounts payable and notes payable by the Seller to third parties as of the date hereof arose in the ordinary course of business, and as of the date hereof there is no such account payable or note payable past due or delinquent in its payment. Seller shall deliver to Purchaser at Closing a list of all outstanding trade payables and other accounts payable with regard to the Hotel relating to any period of time prior to the Apportionment Date, excluding any sums payable under Service Contracts the Accounts Payablewhereupon Purchaser shall assume the obligation to pay all of the Accounts Payable on or before their respective due dates and Purchaser shall receive a credit trade accounts payable definition the Purchase Price in an amount equal to the total of such Accounts Payable.
Purchaser shall indemnify, defend and hold harmless Seller from and against any claim, liability, cost or expense including reasonable attorneys fees relating to the listed Accounts Payable, which obligation shall survive the Closing. Seller shall remain liable for the payment of all Accounts Payable not specifically assumed by Purchaser pursuant to this Section 14 Band shall indemnify, defend and hold harmless Purchaser from and against any claim, liability, cost or expense including reasonable attorneys fees relating to trade accounts payable definition unassumed Accounts Payable, and other liabilities relating to contractual obligations, employee or employment matters, or other uninsured third party claims for injury or damage to persons or property in respect of the Hotel accruing prior to the Closing, which obligation shall survive the Closing.
No Borrower shall, nor shall any Borrower permit any of its Subsidiaries to, allow any of its trade payables or other accounts payable to be trade accounts payable definition for more than 60 days past due except in cases where any such trade payable is being disputed in good faith and adequate reserves under GAAP have been established. All accounts payable, notes payable and accrued expenses have been incurred or have arisen only in the ordinary course of business consistent with past practice.
Except as noted on Part 3. It is the intention of the parties that liability for the payment of the ordinary accounts payable arising from the Material Contracts shall be assumed by Buyer from Seller the "Assumed Payables". Buyer agrees to pay and discharge in the ordinary course all such Assumed Payables and, upon request, provide evidence of such payment to Seller. Accounts payable to trade creditors for goods and services trade accounts payable definition current operating liabilities trade accounts payable definition the result of the borrowing of money incurred in the ordinary course of such Borrower Partys or Subsidiarys business in accordance with customary terms and paid within the specified time, unless contested in good faith by appropriate actions or proceedings and reserved for in accordance with GAAP, and provided such trade payables and accrued expenses are not outstanding for more than sixty 60 days.