Common use of Accounts Receivable; Accounts Payable Clause in Contracts

Accounts Receivable; Accounts Payable. All accounts receivable of Emergent and its Subsidiaries reflected in the Interim Financial Statements and all accounts receivable that are reflected on the books of Emergent and its Subsidiaries as of the Closing Date (net of allowances for doubtful accounts as reflected thereon and as determined in accordance with GAAP) are obligations arising from sales actually made or services actually performed in the Ordinary Course of Business arising in connection with bona fide arm’s length transactions with Persons who are not Affiliates of Emergent or any of its Subsidiaries, constitute valid undisputed claims and are not, by their terms, subject to defenses, set-offs or counterclaims. Neither Emergent nor any of its Subsidiaries has received written notice from or on behalf of any obligor of any such accounts receivable that such obligor is unwilling or unable to pay a material portion of such accounts receivable. All accounts payable and notes payable of Emergent and its Subsidiaries arose in bona fide arm’s length transactions in the Ordinary Course of Business and with Persons who are not Affiliates of Emergent or any of its Subsidiaries, and no such account payable or note payable is materially delinquent in its payment.

Accounts Receivable; Accounts Payable. All Except as set forth on Schedule 4.14, all accounts receivable of Emergent the Company and its Subsidiaries reflected in the Interim Company Unaudited Financial Statements for the fiscal year ended December 31, 2018 and all accounts receivable that are reflected on in the books records of Emergent the Company and its Subsidiaries as of the Closing Date (net of allowances for doubtful accounts as reflected thereon and as determined in accordance with GAAP) (collectively, the “Accounts Receivable”) are obligations arising from sales actually made or services actually performed in the Ordinary Course of Business arising in connection with bona fide arm’s length transactions with Persons who are not Affiliates of Emergent the Company or any the Subsidiaries of its Subsidiariesthe Company, constitute valid undisputed claims and are not, by their terms, subject to defenses, set-offs or counterclaims. Neither Emergent None of the FT Stockholders, the Company nor any of its Subsidiaries has received written notice from or on behalf of any obligor of any such accounts receivable Accounts Receivable that such obligor is unwilling or unable to pay a material portion of such accounts receivableAccounts Receivable. All accounts payable and notes payable of Emergent the Company and its Subsidiaries arose in bona fide arm’s length transactions in the Ordinary Course of Business and and, except as set forth in Section 4.14, with Persons who are not Affiliates of Emergent the Company or any of its Subsidiaries, and no such account payable or note payable is materially delinquent in its payment.

Accounts Receivable; Accounts Payable. All accounts receivable of Emergent the Company and its Subsidiaries reflected in the Company Interim Financial Statements and all accounts receivable that are reflected on the books of Emergent the Company and its Subsidiaries as of the Closing Date (net of allowances for doubtful accounts as reflected thereon and as determined in accordance with GAAP) (collectively “the Accounts Receivable”) are obligations arising from sales actually made or services actually performed in the Ordinary Course of Business arising in connection with bona fide arm’s length transactions with Persons who are not Affiliates of Emergent Holdings or any of its Subsidiariesthe Company, constitute valid undisputed claims and are not, by their terms, subject to defenses, set-offs or counterclaimscounterclaims other than those arising in the Ordinary Course of Business. Neither Emergent The reserves set forth in the Financial Statements accurately reflect, among other things, the Company’s historical bad debt experience. None of Holdings, the Company nor any of its Subsidiaries has received written notice from or on behalf of any obligor of any such accounts receivable that such obligor is unwilling or unable to pay a material portion of such accounts receivable. All Except as set forth in Schedule 4.14, all accounts payable and notes payable of Emergent the Company and its Subsidiaries arose in bona fide arm’s length transactions in the Ordinary Course of Business and with Persons who are not Affiliates of Emergent Holdings, the Company or any of its Subsidiaries, and no such account payable or note payable is materially delinquent in its payment.