Sales Transition Clause Samples

Sales Transition. (a) Upon the Closing Date, Vysis shall deliver to AI copies of its customer lists, customer contacts, price lists and sales leads of the Business. Vysis will provide AI with reasonable access during normal business hours to any of its sales records relating to the Business; provided that Vysis shall have the right to redact any information from such records which relates to other parts of Vysis' business. (b) For a period of sixty (60) days after the Closing Date, Vysis shall make available, at Vysis' sole cost and expense, the East-Coast and Mid-West U.S. Instrument Sales Representatives up to half-time and the West-Coast U.S. Instrument Sales Representative on a full-time basis to assist in the transition to AI of the sales activities of the Business. AI will make an offer of employment to the West-Coast Sales Representative as soon as practicable after the Closing Date. Such employees shall have previously worked in sales for the Business in the capacities indicated. (c) Promptly after the Closing Date, Vysis and AI shall each post a notice acceptable to the other party of the transfer of the Business to AI in its Web Site product catalog and shall provide a hypertext link to the other's website. (d) Vysis and AI will cooperate in AI's marketing and sales of digital imaging products in the Cytogenetics and the Pathology Fields, with Vysis notifying AI of any U.S. and Canadian sales leads its sales representatives may develop on the form attached hereto as EXHIBIT H. For any sales made by AI as a result of such leads, AI agrees to pay Vysis a "finders fee" of one-half percent (0.5%) of the net selling price, which Vysis will pass through in its entirety to the Vysis salesperson who generated the lead. (e) Upon the Closing Date, Vysis agrees to transfer to AI a complete listing of all Vysis imaging instrumentation customers worldwide. Such list will include all Vysis account/customer numbers, account and primary contact names, mailing and street addresses, phone, fax and e-mail contact information formatted as a Microsoft Excel spreadsheet.

Sales Transition. 11 6.10 Override Fee. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11

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