Excluded Accounts Receivable. All trade accounts receivable and the proceeds thereof that represent the revenues and proceeds of sales and services provided by Seller in the conduct of Seller's Xerox Laser Printer Maintenance Business prior to November 1, 1997, and in the conduct of Seller's Non-Xerox Business at any time;
Excluded Accounts Receivable. (a) Within five Business Days after the date on which the Final Net Purchase Price is finally determined pursuant to Section 2.6, the Buyer will cause the Companies to assign to the Sellers, in consideration for the payment by the Sellers to the Companies of $1.00 in the aggregate, all Excluded Accounts Receivable.
Excluded Accounts Receivable. The parties agree that the treatment of ---------------------------- the accounts receivable (including certain unbilled retainage) described in Section 2.2.2 of the PDM Disclosure Schedule, heretofore referred to in the Asset Purchase Agreement as "Excluded Accounts Receivable", shall be modified such that such accounts receivable (other than the Retained Excluded Accounts Receivable) shall instead be considered "Assets" rather than "Excluded Assets" and shall therefore be the sole and exclusive property of Purchaser. Toward that end, as of May 31, 2001, (i) the provisions of Section 3.3 of the Asset Purchase Agreement (and the defined term "Excluded Accounts Receivable") shall be terminated and inoperative, and Section 2.2.2(a) shall be amended in its entirety to read "Retained Excluded Accounts Receivable", (ii) any amounts previously remitted by Purchaser to Seller with respect to such formerly treated "Excluded Accounts Receivable" (other than the Retained Excluded Accounts Receivable) shall be returned to Purchaser (or credited to Purchaser in connection with the Purchase Price Adjustment provided in Section 3.2 of the Asset Purchase Agreement), and (iii) any proceeds or amounts heretofore or hereafter collected by Purchaser with respect to such formerly treated "Excluded Accounts Receivable" (other than the Retained Excluded Accounts Receivable) shall be retained by Purchaser as its sole and exclusive property.
Excluded Accounts Receivable. (a) Notwithstanding the provisions of Section 7.2.5.1(b), if at any time during the *** period after the Closing Date, either of Purchasers or any of their Affiliates receives any Excluded Accounts Receivable, then the applicable Purchaser shall pay (or shall cause such Affiliate to pay) to Seller (or to such Affiliate of Seller as Seller may have designated in writing to Purchasers), as soon as practicable the amount recovered.
Excluded Accounts Receivable. Following the Closing, Buyer shall use reasonable efforts to collect the accounts receivable of Seller which Buyer does not elect to purchase pursuant to the terms of Article 1 (the "Excluded Accounts Receivable"). Such "reasonable efforts" shall not require Buyer to file suit or commence other legal action to collect such Excluded Accounts Receivable. Following the Closing, to the extent Buyer shall receive any payments with respect to Excluded Accounts Receivable, Buyer shall pay such amounts received to Sentex, provided that Buyer shall turn over to Seller for collection all Excluded Accounts Receivable on which payment has not been received on or before eighteen (18) months following the Closing Date.
Excluded Accounts Receivable. Any excluded accounts receivable identified on Section 1.2(b) of the Asset Schedules (collectively, the “Excluded Accounts Receivable”) be assigned prior to the Closing to the Shareholders and shall not be assigned to the Asset Purchaser nor retained by the Company.
Excluded Accounts Receivable. (a) For each of the account receivable (the “Excluded Accounts Receivable”) set forth on Schedule 6.12, the Buyer shall remit to the Sellers according to the Seller Allocation Schedule any payments received from such customer until such customer has repaid such amounts, or any such amount offered by such customer as a settlement amount for such account receivable and reasonably agreed to in good faith by the Buyer. The Buyer will remit any payments received with respect to the Excluded Accounts Receivable no less than quarterly, less the amount of any reasonable out-of-pocket expenses incurred by the Buyer consistent with past practice of the Companies in connection with the collection of accounts receivable. When remitting such payments, the Buyer shall provide a statement to the Seller Representative setting forth the amounts collected and any expenses deducted from such amount.
Excluded Accounts Receivable. In the event that Buyer receives payment of any of the accounts receivable which are greater than ninety (90) days old, Buyer shall promptly pay any such amounts received to Seller.
Excluded Accounts Receivable. With respect to Excluded Accounts Receivable payments collected by Buyer after the Closing, Buyer shall pay such amounts to Seller as received and within five (5) days of receipt. However, in no event shall Buyer be responsible for the collection of any such Excluded Accounts Receivable or be required to take any action to collect on any such Excluded Accounts Receivable. Seller may collect the Excluded Accounts Receivable in accordance with Seller’s past practices; provided, however, Seller may not engage a collection agency, bring suit, harass or otherwise take other similar or extreme measures to collect outstanding Excluded Accounts Receivable from parties continuing to conduct business with Buyer after the Closing Date.
Excluded Accounts Receivable. 7.17.1. Notwithstanding the provisions of Section 7.17.2, if at any time during the twelve-month period after the Closing Date, either Purchaser or any of its Affiliates (including Genzyme Denmark) receives any Excluded Accounts Receivable, then Purchaser shall pay (or shall cause such Affiliate to pay) to Seller (or to such Affiliate of Seller as Seller may have designated in writing to Purchaser), as soon as practicable the amount recovered.
