Assumed Intercompany Receivables definition

Assumed Intercompany Receivables means the bona fide intercompany trade receivables due and owing to any Conveyed Company or any Asset Selling Entity, on the one hand, from Seller or any of its Subsidiaries (including another Conveyed Company or any Asset Selling Entity), on the other hand, for goods and services bought and sold in the ordinary course of the Business consistent with past practice; provided, that, in no event shall “Assumed Intercompany Receivables” include any amounts (i) that have been outstanding more than sixty (60) days or (ii) owing exclusively to a Seller Non-Conveyed Entity exclusively from another Seller Non-Conveyed Entity.

Assumed Intercompany Receivables means the intercompany receivables due and owing among Transferred Subsidiaries and Asset Selling Entities and any of their respective Affiliates for goods and services bought and sold in the ordinary course of the Devices & Services Business.

Assumed Intercompany Receivables means the trade receivables incurred in the ordinary course of business due and owing to the Business from Seller and its Affiliates, but only to the extent included in the calculation of Final Closing Working Capital.

Examples of Assumed Intercompany Receivables in a sentence

• The aggregate book value of the Assumed Intercompany Receivables and the intercompany receivables of the Conveyed Companies as of September 28, 2012 is $12,059,086, as determined in accordance with the policies, principles, practices and methodologies set forth on Exhibit A.

• The Assumed Intercompany Receivables and the intercompany receivables of the Conveyed Companies represent valid obligations of Seller and its Affiliates for goods and services provided in the ordinary course of the Business and after Closing will not be subject to or reduced by setoffs or counterclaims.

• The amount of such assigned and capitalized portion of the Assumed Intercompany Receivables shall be determined between the date of this Agreement and the Closing Date by Buyer, subject to and consistent with the foregoing sentence, after reasonable consultation with Parent.

• Une attention spéciale doit être accordée à l’habillement approprié comme les combinaisons étanches et isothermiques, ainsi qu’à la flottabilité des VFI décrite au paragraphe 39 b (3).

• At the end of such sixty (60) calendar day period, the Purchaser shall pay, or cause to be paid, the unpaid balance of the Assumed Intercompany Receivables or any portion thereof not in dispute.

More Definitions of Assumed Intercompany Receivables

Assumed Intercompany Receivables means the intercompany receivables due and owing among Selling Subsidiary 1, Selling Subsidiary 2 and any of their Affiliates for goods and services bought and sold in the ordinary course of the Purchased Assets Business to the extent reflected on Schedule A.

Assumed Intercompany Receivables means the intercompany receivables due and owing to the Asset Selling Entities with respect to the Business by any of their respective Affiliates for goods and services bought and sold in the ordinary course of business.

Assumed Intercompany Receivables means the trade receivables due and owing to the Business from Seller and its Affiliates.

Assumed Intercompany Receivables has the meaning set forth in Section 2.4.

Assumed Intercompany Receivables means the intercompany receivables (i) reflected in Closing Working Capital and (ii) due and owing among Conveyed Companies and Asset Selling Entities and any of their respective Affiliates for goods and services bought and sold in the ordinary course of the Business, other than such intercompany receivables due and owing among any Asset Selling Entity, on the one hand, and any other Asset Selling Entity, on the other hand.

Assumed Intercompany Receivables means the bona fide intercompany trade receivables due and owing to any Purchased Entity, on the one hand, from Seller or any of its Subsidiaries (other than another Purchased Entity), on the other hand, pursuant to, and in accordance with, the Retained Contracts Agreement.

Assumed Intercompany Receivables means the receivables described in Section 1(B) of the Disclosure Schedule that are owed by the Target Companies or Target Subsidiaries to the Asset Sellers.