Retained Payables. Retained Payables" means (i) all accounts payable and other obligations of payment for goods or services purchased, leased or otherwise received in the conduct of the Palm Business that as of the Separation Date are payable to a third Person by 3Com or any of 3Com's Subsidiaries, whether past due, due or to become due, including any interest, sales or use taxes, finance charges, late or returned check charges and other obligations of 3Com or any of 3Com's Subsidiaries with respect thereto, and any obligations related to any of the foregoing and (ii) all employee compensation Liabilities and other miscellaneous Liabilities for which an adjustment is made in the Palm Pro Forma Balance Sheet.
Retained Payables. Retained Payables" means (i) all accounts payable and other obligations of payment for goods or services purchased, leased or otherwise received in the conduct of the Agilent Business that as of the Separation Date are payable to a third Person by HP or any of HP's Subsidiaries, whether past due, due or to become due, including any interest, sales or use taxes, finance charges, late or returned check charges and other obligations of HP or any of HP's Subsidiaries with respect thereto, and any obligations related to any of the foregoing and (ii) all employee compensation Liabilities and other miscellaneous Liabilities for which an adjustment is made in the Agilent Pro Forma Balance Sheet.
Retained Payables. 16 Section 4.27 Retained Receivables.......................................................16 Section 4.28
Retained Payables. RETAINED PAYABLES" means (i) all accounts payable and other obligations of payment for goods or services purchased, leased or otherwise received in the conduct of the Semiconductor Business that as of the Separation Date are payable to a third Person by C-Cube or any of C-Cube's Subsidiaries, whether past due, due or to become due, including any interest, sales or use taxes, finance charges, late or returned check charges and other obligations of C-Cube or any of C-Cube's Subsidiaries with respect thereto, and any obligations related to any of the foregoing and (ii) all employee compensation Liabilities and other miscellaneous Liabilities for which an adjustment is made in the Semiconductor Pro Forma Balance Sheet.
Retained Payables. 23 Section 7.36 Retained Receivables........................................................... 23 Section 7.37 Separation..................................................................... 23 Section 7.38 Separation Date................................................................ 23 Section 7.39 Subsidiary..................................................................... 23 Section 7.40 Underwriters................................................................... 23 Section 7.41
Retained Payables. 18 Section 5.25 Retained Receivables............................................18 Section 5.26 Security Interest...............................................19 Section 5.27 Semiconductor Assets............................................19 Section 5.28 Semiconductor Pro Forma Balance Sheet...........................19 Section 5.29 Semiconductor Business.........................................19 Section 5.30 Semiconductor Contingent Gain...................................19 Section 5.31 Semiconductor Contingent Liability..............................19 Section 5.32
Retained Payables. Retained Payables" means (a) all accounts payable and other obligations of payment for goods or services purchased, leased or otherwise received in the conduct of the Luminent Business that as of the Separation Date are payable to a third Person by MRV or any of MRV's Subsidiaries, whether past due, due or to become due, including any interest, sales or use taxes, finance charges, late or returned check charges and other obligations of MRV or any of MRV's Subsidiaries with respect thereto, and any obligations related to any of
Retained Payables. From and after the Closing, in the event that any Retained Payable becomes payable by Seller or one of its Affiliates, Seller shall provide to Buyer a copy of the underlying invoice in respect of each such Retained Payable. Buyer shall, or shall cause the Company, to either (i) promptly pay such invoice directly (and provide reasonable evidence of such payment to Seller) or (ii) pay to Seller the amount set forth in such invoice (and in the case of this clause (ii), Seller shall promptly pay such invoice and provide reasonable evidence of such payment to Buyer.
Retained Payables. 15 Section 4.28 Retained Receivables..................................................................15 Section 4.29 Security Interest.....................................................................16 Section 4.30 Separation............................................................................16 Section 4.31 Separation Agreement..................................................................16 Section 4.32 Separation Date.......................................................................16 Section 4.33 Subsidiary............................................................................16 Section 4.34 Taxes.................................................................................16 Schedule 1.1(c) Delayed Transfer Assets and Liabilities....................................................19 Schedule 1.2(a)(x) Assets to be Transferred to Luminent....................................................20 Schedule 1.3(a)(i) Excluded Assets.........................................................................22 Schedule 1.4(a)(vi) Specific Luminent Liabilities..........................................................23 Schedule 1.4(b)(i) Excluded Liabilities....................................................................24
Retained Payables. Retained Payables" means (a) all accounts payable and other obligations of payment for goods or services purchased, leased or otherwise received in the conduct of the Optical Access Business that as of the Separation Date are payable to a third Person by MRV or any of MRV's Subsidiaries, whether past due, due or to become due, including any interest, sales or use taxes, finance charges, late or returned check charges and other obligations of MRV or any of MRV's Subsidiaries with respect thereto, and any obligations related to any of the foregoing and (b) all employee compensation Liabilities and other miscellaneous Liabilities for which an adjustment is made in the Optical Access Pro Forma Balance Sheet.
