Accounts Receivable Adjustments Sample Clauses

Accounts Receivable Adjustments. In accordance with Miami-Dade County Implementing Order 3-9, Accounts Receivable Adjustments, if money is owed by Management to the County, whether under this Contract or for any other purpose, the County reserves the right to retain such amount from payment due by County to Management under this Contract. Such retained amount shall be applied to the amount owed by Management to the County. Management shall have no further claim to such retained amounts which shall be deemed full accord and satisfaction of the amount due by the County to Management for the applicable payment due herein.
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Accounts Receivable Adjustments. 4 1.5 Adjustments for Inventory Shrinkage or Diminishment During Distribution Services Period......4 1.6
Accounts Receivable Adjustments. (a) The Cash Purchase Price shall be subject to adjustment, as set forth in this Section 1.4, to reflect the difference, if any, between the book value of the Accounts Receivable determined as of the Closing Date (the "Closing Date Accounts Receivable"), and the net cash dollar amount of the Accounts Receivable which has been collected by Buyer ("Collected Accounts Receivable") during the period from the Closing Date through the date that is the six-month anniversary of the Closing Date (the "Collection Period Date").
Accounts Receivable Adjustments. It is important to know the proper A/R adjustments to be made and the purpose of each. Following are the various adjustments, the intent of each and resulting activity codes.
Accounts Receivable Adjustments. The parties agree that Purchaser expects to receive four million dollars ($4,000,000) in cash payments from Distributors between the closing date and the last day of the third fiscal quarter 2001, which ends September 30, 2001, such payments to be in compensation for the distribution of products included in the Purchased Assets and listed on Schedule 2.1(d). The parties additionally agree that Purchaser expects to receive five million dollars ($5,000,000) in cash payments from Distributors between October 1, 2001 and the last day of the fourth fiscal quarter, which ends on December 31, 2001, for distribution of products included in the Purchased Assets and listed on Schedule 2.1(d). In the event that the actual cash payments in either the third or fourth fiscal quarter, which are attributable to distribution of these Purchased Assets, exceeds the expected cash payments, Purchaser shall pay 50% of the amount above the expected amount to Seller within 15 days of the end of each fiscal quarter. Seller shall have the right to receive reports with respect to these payments reasonably satisfactory to Seller and the right to audit such reports pursuant to the procedure and within the time periods described in Section 3.2(a) and 3.2(b).
Accounts Receivable Adjustments. (a) Buyer will (i) use reasonable efforts to collect all of the Accounts Receivable pursuant to the terms of this Section 1.5; (ii) not extend additional credit to customers who have not paid Accounts Receivable owed by them as of the time such Accounts Receivable are returned to the Sellers by the Buyer pursuant to this Section 1.5, unless Buyer determines, in its reasonable discretion, that (A) the uncollected Accounts Receivable from such customer are an insignificant portion of the total sales made to such customer or (B) the customer is a significant customer of Buyer.
Accounts Receivable Adjustments. Returns A customer notifies CA that a purchased product is incorrect, defective, damaged, or otherwise unusable and needs to be returned. The CA fills out a “Return Materials Authorization” (RMA) in M2K, and a sequential RMA number is automatically assigned by the system. The RMA requires the following information: customer, part number, quantity, and any description or comments required to describe the reason for the RMA. After the RMA has been entered into M2K, an ECA is sent to the following staff: Receiving Clerk, Supply Chain Manager, Production Manager, Director of Quality, and the Administrative Assistant. All RMA’s require Supply Chain Manager approval (REV 38). All returned goods must have an RMA present in the system to be received and processed (REV 41). If a replacement or rework is required the appropriate sales order activity takes place. Material Review Board (MRB) dispositions goods returned by customers issuing a Discrepancy Report (DR) as documentation. An independent carrier (e.g. UPS) delivers the item to the receiving department. Receiving notifies QA of the RMA delivery. MRB physically verifies the part number and quantity of the returned goods, and then inspects the goods to determine disposition (e.g. scrap, rework, resale) (REV 42). Once the quantity and part number are verified, the goods are processed in M2K by the CA against the RMA, which triggers the creation of a credit memo and populates the appropriate fields (REV 43). If the item is defective or otherwise unable to be sold, it is segregated and disposed of in the system by a member of production control. MRB forwards the DR with the findings of the inspection, to the Sales Department for approval by the Supply Chain Manager and records retention with the original copy of the claim form, and the credit memo (REV 44). Credits processing Billing adjustments can be initiated by customers and/or internal personnel. The CA responsible for the specific customer fills out a “Billing Adjustment Form.” This form details the customer, the type of adjustment, and any description or comments required to describe the reason for the adjustment. Adjustments of this type are reviewed and approved by Supply Chain Manager (REV 45). If the claim requires authorization, it is forwarded to the appropriate person, who reviews the form and signs off as approved. Once authorized, the form is forwarded to the Administrative Assistant who enters the customer information into M2K, and prints the cred...
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Accounts Receivable Adjustments. At Closing, Seller Group shall deliver to Purchaser a schedule of all Accounts Receivable as of the close of business on the day immediately prior to the Closing. Seller shall promptly turn over to Purchaser all payments it receives with respect to any Accounts Receivable as of the Closing Date. The Purchaser shall use its best efforts to collect the Accounts Receivable during a period of 180 days from the Closing Date (the "Collection Period"). If Purchaser is required to institute legal proceedings in connection therewith, the reasonable costs thereof (including legal fees) shall be borne by Seller. Purchaser shall give Seller 20 days notice prior to instituting any action to collect any account receivable. All amounts collected from customers shall be first applied to the oldest receivable of such customer unless the payment identifies the invoice for which payment is being made or disputes the validity or amount of any receivable due to Seller. If the amount of Account Receivables collected by the Purchaser during the Collection Period is less than the amount thereof reflected as Accounts Receivable (net or reserves for uncollectible accounts) on the Closing Date Net Working Capital Statement, the Purchaser shall provide to Seller a report certified as correct by an Officer of Purchaser, within 180 days after Closing, of all uncollected accounts, and Seller Group shall pay such amount. Seller Group shall not be required to reimburse the Purchaser with respect to any concessions or adjustments given by the Purchaser to the customer relating to any such unpaid receivable, unless the Seller Group has previously consented to such adjustment in writing, or (ii) any amount not paid by a customer directly resulting from any action taken by Purchaser with respect to the sale of products to that customer after Closing. Upon such reimbursement, Purchaser shall assign such uncollected accounts receivable to Seller, and Seller shall have the right to undertake such collection efforts as Seller, in its discretion, may elect. All payments received by Purchaser after the Collection Period for which Seller Group has reimbursed Purchaser, shall promptly be paid to Seller. To the extent Purchaser collects Seller's Accounts Receivable in excess of the Net Accounts Receivable shown on the Closing Date Balance Sheet, Purchaser shall remit that excess to Seller.
Accounts Receivable Adjustments. Purchaser shall use its best efforts to collect the Accounts Receivable during a period of 180 days from the Closing Date (the “Collection Period”). All amounts collected from customers shall be first applied to the oldest receivable of such customer unless the payment identifies the invoice for which payment is being made or disputes the validity or amount of any receivable due to Seller. If the amount of Account Receivables collected by the Purchaser during the Collection Period is less than the amount thereof reflected as Accounts Receivable (net of reserves for uncollectible accounts) on the Closing Date Net Working Capital Statement, the Purchaser shall provide to Seller a report certified as correct by an Officer of Purchaser, within 210 days after Closing, of all uncollected accounts. To the extent that the Accounts Receivable collected by Seller are less than the Accounts Receivable (net of reserves) shown on the Closing Date Working Capital Statement, such difference shall be paid by Seller Group to Purchaser on or before April 15, 2009. To the extent that the Accounts Receivable collected by Seller are greater than the Accounts Receivable (net of reserves) shown on the Closing Date Working Capital Statement, such difference shall be paid by Purchaser to Seller on or before April 15, 2009.

Related to Accounts Receivable Adjustments

  • 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 Receivables Each existing Account constitutes, and each hereafter arising Account will, when such Account arises, constitute, the legally valid and binding obligation of the Account Debtor, except where the failure to do so could not reasonably be expected, individually or in the aggregate, to materially adversely affect the value or collectability of the Accounts included in the Collateral, taken as a whole. No Account Debtor has any defense, set-off, claim or counterclaim against any Grantor that can be asserted against the Administrative Agent, whether in any proceeding to enforce the Administrative Agent’s rights in the Accounts included in the Collateral, or otherwise, except for defenses, setoffs, claims or counterclaims that could not reasonably be expected, individually or in the aggregate, to materially adversely affect the value or collectability of the Accounts included in the Collateral, taken as a whole. None of the Grantors’ accounts receivables are, nor will any hereafter arising account receivable be, evidenced by a promissory note or other Instrument (other than a check) that has not been pledged to the Administrative Agent in accordance with the terms hereof.

  • Accounts Receivable; Inventories The accounts receivable of Seller reflected in the Unaudited Financial Statements and the accounts receivable aging report set forth in Schedule 5.21, as well as such additional accounts receivable as are reflected on the books of Seller on the date hereof, are (except to the extent reserved in accordance with GAAP) valid, genuine and subsisting, arise out of bona fide sales and deliveries of goods, performance of services or other business transactions and to Seller's Knowledge, are not subject to defenses, deductions, set-offs or counterclaims. The inventories reflected on the Unaudited Financial Statements and held by Seller on the date hereof, net of reserves therefor in accordance with GAAP, are usable or saleable in the ordinary course of Business. Such inventories have been reflected on the Unaudited Financial Statements at the lower of cost or market value (taking into account the usability or salability thereof) in accordance with GAAP. None of such inventories have been written up in value or repurchased by, or returned to, Seller at an increased value. All such inventories are owned free and clear and are not subject to any Lien except to the extent reserved against or reflected in the Financial Statements. Since the Financial Statement Date, inventories of raw materials, supplies and products have been purchased by Seller in the ordinary course of the Business, consistent with anticipated seasonal requirements, and the volumes of purchases thereof and orders therefor have not been reduced or otherwise changed in anticipation of the transactions contemplated by this Agreement. Except as set forth in Schedule 5.21 hereto, Seller does not have any Knowledge of any conditions affecting the supply of materials or products available to Seller and, to the Knowledge of Seller, the consummation of the transactions contemplated hereby will not adversely affect any such supply.

  • Accounts Receivable and Payable The accounts receivable reflected on the Financial Statements arose in the ordinary course of business and, except as reserved against on the Financial Statements, are collectible in the ordinary course of business and consistent with past practices, free of any claims, rights or defenses of any account debtor. No accounts payable of the Company are over forty-five (45) days old.

  • Accounts Receivable All accounts receivable of the Acquired Companies that are reflected on the Balance Sheet or the Interim Balance Sheet or on the accounting records of the Acquired Companies as of the Closing Date (collectively, the "Accounts Receivable") represent or will represent valid obligations arising from sales actually made or services actually performed in the Ordinary Course of Business. Unless paid prior to the Closing Date, the Accounts Receivable are or will be as of the Closing Date current and collectible net of the respective reserves shown on the Balance Sheet or the Interim Balance Sheet or on the accounting records of the Acquired Companies as of the Closing Date (which reserves are adequate and calculated consistent with past practice and, in the case of the reserve as of the Closing Date, will not represent a greater percentage of the Accounts Receivable as of the Closing Date than the reserve reflected in the Interim Balance Sheet represented of the Accounts Receivable reflected therein and will not represent a material adverse change in the composition of such Accounts Receivable in terms of aging). Subject to such reserves, each of the Accounts Receivable either has been or will be collected in full, without any set-off, within ninety days after the day on which it first becomes due and payable. There is no contest, claim, or right of set-off, other than returns in the Ordinary Course of Business, under any Contract with any obligor of an Accounts Receivable relating to the amount or validity of such Accounts Receivable. Part 3.8 of the Disclosure Letter contains a complete and accurate list of all Accounts Receivable as of the date of the Interim Balance Sheet, which list sets forth the aging of such Accounts Receivable.

  • Accounts Receivable; Inventory (a) For each Account with respect to which Advances are requested, on the date each Advance is requested and made, such Account shall be an Eligible Account.

  • Collection of Accounts Receivable At Closing, Seller will deliver Seller's existing accounts receivable on the Accounts Receivable List. Such Accounts Receivable List will be used by Buyer for purposes of collection only for the period of one hundred twenty (120) days immediately following Closing (the "Collection Period"). Acting as Seller's agent, during the Collection Period Buyer shall have the exclusive right to and shall make commercially reasonable efforts to collect Seller's accounts receivable listed on the Accounts Receivable List, but shall not be required to expend or advance any of its funds, to locate any debtor, or to institute or defend any suit, action, claim, or counterclaim in any legal or equitable proceeding. Under no circumstances shall Buyer be required to engage counsel or any outside collection agency or facility in collecting Seller's accounts receivable. Payments received on an account from any customer of Buyer that is an account debtor for an account of Seller on the Accounts Receivable List shall be applied first to the Seller's account on such list, unless such customer shall designate some other application of such payment or shall contest the account receivable, in which case Buyer shall promptly notify Seller of such designation or contest and return to Seller the account relating to such customer and thereafter shall have no further obligation with respect thereto. If Seller requests, Buyer also shall promptly return to Seller any account of Seller that is over 90 days old, and Buyer shall have no further obligation with respect to such account. Buyer shall transmit all monies collected on Seller's accounts receivable to Seller within fifteen (15) days after the end of each month in which such monies are collected. Upon expiration of the Collection Period, Buyer shall be relieved of all responsibility for, or to attempt collection of, Seller's accounts receivable, and thereafter Seller alone shall be responsible for collection of any balances due on such accounts. Within twenty (20) days after expiration of the Collection Period, Buyer will make final payment to Seller of the amounts collected on Seller's accounts and shall return to Seller each then uncollected Seller's account together with a final statement of the accounts outstanding.

  • Accounts Receivable and Accounts Payable 7 (a) General.....................................................7 (b)

  • Bank Accounts; Receivables (a) Part 2.7(a) of the Disclosure Schedule provides accurate information with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution.

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