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... insurance consulting services rendered to the Target Accounts, in addition to or in lieu of commissions, shall be deemed Net Annual Commissions hereunder. In the case of commissions on annual installment billings of policies written for a term of more than one year, the annual premium anniversary date shall be deemed an inception date. Commissions shall be deemed fully earned as of the inception date of the policy to which it shall apply subject to such return commissions, if any, as shall be paid out or allowed as credit with respect to such ... (b ) its Chief Executive Officer and, as such, desires to enter and conclude the within transaction and will benefit therefrom; NOW, THEREFORE, in consideration of the mutual covenants herein contained and in reliance upon the representations and warranties hereinafter set forth, the parties do hereby agree as follows: WITNESSETH: 1. Sale of Assets. Subject to and in accordance with the terms and conditions herein contained, the Seller does hereby agree to sell, assign, transfer, convey and set over unto the Buyer effective as of ... thereon such accounts receivable which shall remain the property of the Seller and such accounts receivable which become the property of the Buyer pursuant to the provisions of this Agreement. The Seller shall also provide the Buyer with a complete listing of all accounts payable to insurance companies or general agencies pertaining to business written with an inception date on or after the Accounting Date. (b ) Except in those instances where a specific instruction is given by an insured to the contrary or in the case of deposits paid for insurance written with an inception date ...

...an one year, the annual premium anniversary date shall be deemed an inception ...olicy No. LP7106067, with limits of liability of not less than $2.5 million pe...