Common use of Acceptance of Receivables Clause in Contracts

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue and offsets related to each specific Account Debtor, provided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchase. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Hundred Twelve Thousand Five Hundred Dollars ($312,500.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%70(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue provided Seller deposits all the payments received from Buyer in its depository and offsets related to each specific Account Debtor, provided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchaseoperating accounts held with Buyer. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Four Million Two Hundred Twelve Fifty Thousand Five Hundred Dollars ($312,500.004,250,000).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 70(%) percent ----- (or 80(%) percent on receivables with terms of 30 days or less) of the face ----- amount of each receivable Buyer desires to purchase, net of deferred revenue and offsets related to each specific Account Debtor, provided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchase. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all (i) Purchased Receivables outstanding at any time exceed Three Hundred Twelve Thousand Five Hundred Dollars TWO MILLION FIVE HUNDRED THOUSAND DOLLARS ($312,500.002,500,000) and (ii) Advances outstanding at any time exceed ONE MILLION SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($1,750,000).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%80 (%) percent of the face amount of each receivable Buyer desires to purchasepurchase (the "Advance Rate"). Notwithstanding the foregoing, net of deferred revenue (i) effective only for the initial Advance, the Advance Rate shall be 90 (%) percent, and offsets related to each specific Account Debtor(ii) effective April 1, provided however1999 and continuing through June 30, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.01999, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchaseAdvance Rate shall be 85 (%) percent. Effective July 1, 1999 and thereafter, the Advance Rate shall be 80 (%) percent. Such payment shall be the "Advance" with respect to such receivable. The initial Advance made to Seller pursuant to this Agreement shall be utilized to satisfy Seller's outstanding obligations to BankBoston, N.A. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Hundred Twelve Thousand Five Hundred ONE MILLION FIVE HUNDRED THOUSAND AND NO/100**** Dollars ($312,500.001,500,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue revenue, offsets, and offsets adjustments related to each specific Account Debtor, provided howeverprovided, if Buyer shall only pay to Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in up to 65(%) percent for the eligible receivables Buyer desires to initial purchase. Such payment shall be the "“Advance" ” with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's ’s acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "“Purchased Receivable." ” It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Twelve Thousand Five Hundred Dollars ($312,500.001,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00). 2.3.

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller up to 80(%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue revenue, offsets, and offsets adjustments related to each specific Account Debtor, provided howeverprovided, if Buyer shall only pay to Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in up to 65(%) percent for the eligible receivables Buyer desires to initial purchase. Such payment shall be the "“Advance" ” with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's ’s acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "“Purchased Receivable." ” It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Five MillionDollars ($5,000,000.00), provided however, the aggregate amount of Advances under this Agreement shall not exceed One Million Six Hundred Twelve Thousand Five Hundred Dollars ($312,500.001,600,000.00) until one of the following occurs: (i) Seller registers all of its unregistered copyrights, or (ii) a final decision in Buyer’s favor is ordered by the court on the matter of Aerocon Engineering v. Silicon Valley Bank; provided further, If the Aerocon case is appealed, the aggregate amount of Advances under this Agreement shall not exceed One Million Dollars ($1,000,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable Receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivableReceivable. Upon acceptance by Buyer of all or any of the receivables Receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%) percent of the Advance Rate multiplied by the face amount of each receivable Receivable which Buyer desires to purchase, net of deferred revenue and offsets related to each specific Account Debtor. All such advances and other payments made by the Buyer, provided howeveras described above, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchase. Such payment shall be the an "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the AdvanceReceivables. Upon Buyer's acceptance of the receivable Receivable and payment to Seller of the Advance, the receivable Receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding anything herein to the foregoingcontrary, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three the Facility Amount. Notwithstanding anything herein to the contrary, the outstanding balance of Seller's Obligations (as defined herein) to Buyer shall at no time exceed Eight Hundred Twelve Thousand Five Hundred Dollars ($312,500.00800,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to the applicable Seller 80(%eighty percent (80%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue and offsets related to each specific Account Debtor, provided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchase. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time (for both Sellers combined) exceed Three Hundred Twelve Thousand Five Hundred FIVE HUNDRED THOUSAND and NO/100 Dollars ($312,500.00500,000.00).

Acceptance of Receivables. Except as specifically provided in Section 2.1 above, Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. , and Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%Eighty (80%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue and offsets related to each specific Account Debtor, provided howeverpurchase or such lesser percentage, if any, as the parties may agree in writing, and if no such agreement is reached, Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue withdraw in the eligible receivables Buyer desires writing its offer to purchasesell a particular receivable. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It Except with respect to Restricted Receivables, it shall be a condition to each Advance that that: (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct in all material respects on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance, and (iii) the account debtor has been approved by the Buyer in writing. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables (including Restricted Receivables) outstanding at any time exceed Three Hundred Twelve Thousand Five Hundred Four Million Dollars ($312,500.004,000,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%eighty percent (80%) percent of the face amount of each receivable Buyer desires to purchase, net of deferred revenue and offsets related to each specific Account Debtor, provided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchase. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct in all material respects on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Hundred Twelve Thousand Two Million Five Hundred Thousand Dollars ($312,500.002,500,000) (the "Line Amount"), and Buyer shall have no obligation to make Advances in excess of Two Million Dollars ($2,000,000) in the aggregate at any one time outstanding.

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%) percent a percentage, to be established by Buyer in its sole and absolute discretion, and agreed to by Seller, of the face amount of each receivable Buyer desires to purchase, net . The acceptance by the Seller of deferred revenue an Advance shall be deemed to be acceptance by Seller of the terms and offsets related conditions established by the Buyer relating to each specific Account Debtor, provided however, if Seller maintains an Adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires to purchasesuch Advance. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that that: (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in In no event shall the aggregate amount of all Purchased Receivables Advances outstanding at any time exceed Three Million Six Hundred Twelve Thousand Five Hundred Dollars ($312,500.003,600,000.00). Notwithstanding the foregoing, until agreed to by the Buyer in writing, after the date hereof, the maximum aggregate amount of all Advances outstanding at any time shall not exceed Two Million Dollars ($2,000,000.00).

Acceptance of Receivables. Buyer shall have no obligation to purchase any receivable listed on an Invoice Transmittal. Buyer may exercise its sole discretion in approving the credit of each Account Debtor before buying any receivable. Upon acceptance by Buyer of all or any of the receivables described on any Invoice Transmittal, Buyer shall pay to Seller 80(%80 (%) percent of the face ------ amount of each receivable Buyer desires to purchase, . Buyer will not net of out deferred revenue and offsets related to each specific Account Debtor, provided however, if Seller maintains as of the last day of each quarter an Adjusted adjusted Quick Ratio of greater than 2.0:1.0, then Buyer may include deferred revenue in the eligible receivables Buyer desires at least 1.25 to purchase1.0. Such payment shall be the "Advance" with respect to such receivable. Buyer may, from time to time, in its sole discretion, change the percentage of the Advance. Upon Buyer's acceptance of the receivable and payment to Seller of the Advance, the receivable shall become a "Purchased Receivable." It shall be a condition to each Advance that (i) all of the representations and warranties set forth in Section 6 of this Agreement be true and correct on and as of the date of the related Invoice Transmittal and on and as of the date of such Advance as though made at and as of each such date, and (ii) no Event of Default or any event or condition that with notice, lapse of time or otherwise would constitute an Event of Default shall have occurred and be continuing, or would result from such Advance. Notwithstanding the foregoing, in no event shall the aggregate amount of all Purchased Receivables outstanding at any time exceed Three Hundred Twelve Thousand Five Hundred Dollars FIVE HUNDRED THOUSAND DOLLARS ($312,500.00500,000.00).