Accounts Receivable and Payables. (a) All accounts receivable of the Transferred Companies have arisen from bona fide transactions in the Ordinary Course of Business and are payable on ordinary trade terms. To the Knowledge of Seller, the reserves reflected on the Balance Sheet in respect of accounts receivable are adequate.
Accounts Receivable and Payables. The Univision Parties will use commercially reasonable efforts during the four-month period beginning with the Closing Date (the “Collection Period”) to assist the Entravision Parties in the collection of all accounts receivable of the Entravision Stations existing as of the Closing Date (the “Receivables”); provided that the Univision Parties shall not be obligated to use any efforts that are more extensive than the efforts that they use to collect their own accounts receivable; provided, further, that the Univision Parties shall not (i) initiate any litigation or collection action, (ii) make any referral or compromise of any Receivables to a collection agency or attorney for collection, or (iii) settle or adjust the amount of any of the Receivables without the written approval of the Entravision Parties. The Univision Parties shall promptly remit to the Entravision Parties any amounts received with respect to the Receivables, and the Univision Parties acknowledge and agree that all Receivables collected by the Univision Parties pursuant to this section shall be the property of the Entravision Parties and shall be deemed to be held in trust for the benefit of the Entravision Parties to be remitted in accordance with this section. If a Univision Party receives monies from an account debtor of a Univision Party that is also an account debtor of an Entravision Party with respect to any of Entravision Party’s Receivables, such Univision Party shall credit the sums received to the oldest account due. The Univision Parties may pay, on behalf of the Entravision Parties, any of the accounts payable of the Entravision Stations existing as of the Closing Date (the “Payables”); provided that the Entravision Parties shall promptly reimburse the Univision Parties for the payment thereof upon delivery to the Entravision Parties of reasonably satisfactory evidence of the payment thereof; provided further that the Univision Parties shall be entitled to offset, against any amounts that the Univision Parties owes to the Entravision Parties under this Section 5.15, any amounts owed to the Univision Parties by the Entravision Parties under this Section 5.15.
Accounts Receivable and Payables. Subject to Section 2.3(b), all accounts receivable and payables reflected on the Reference Date Balance Sheet and, subject to Schedule 3.2 and Sections 2.3(b) and 2.5, the Closing Date Balance Sheet have arisen from bona fide transactions by Seller in the ordinary course of business. Section 5.11 of the Disclosure Schedule sets forth a true and correct list as of the Reference Date of each account receivable with respect to the Business, listing the payor and the amount outstanding. Subject to any modifications made pursuant to Section 2.3(b), Section 5.11 of the Disclosure Schedule sets forth true and correct lists as of the Reference Date of each Trade Payable with respect to the Business, listing the payee and the amount outstanding.
Accounts Receivable and Payables. The attached Schedule 1.6(j) contains a true and complete list of all accounts receivable of the Business (the “Accounts Receivable”), as of two (2) Business Days prior to the Closing Date. Except as set forth on the attached Schedule 4.9, all Accounts Receivable are reflected properly on the books and records of Seller, are valid receivables subject to no setoffs or counterclaims, are current and collectible and will be collected in substantial accordance with their terms and at their recorded amounts, subject only to the reserve for bad debts set forth on the Most Recent Balance Sheet, as adjusted for the passage of time through the Closing Date in accordance with generally acceptable accounting principles consistently applied, and are free and clear of all Liens and factoring agreements. No trade accounts payable forming part of the Assumed Liabilities or other Assumed Liabilities are past due. The Assumed Liabilities have been incurred in the ordinary course of business and Seller has not delayed or postponed the payment of any such Assumed Liabilities or other accounts payable or other liabilities. Seller has no Notes Receivable other than the DSPI Note.
Accounts Receivable and Payables. Except as set forth in the Financial Statements, the accounts receivable of the Corporation and of the Subsidiaries are good accounts receivable collectible in accordance with the respective customer contract and are not subject to any defense, counterclaim or set-off. Since June 30, 1999, the accounts payable of the Corporation and each Subsidiary have been paid in the normal course of business and none of the Corporation or any Subsidiary has any outstanding accounts payable which are over 120 days old.
Accounts Receivable and Payables. All of the accounts receivable of the Company that are reflected on the Company Financial Statements or the accounting records of the Company as of the Closing (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, have arisen from bona fide transactions by the Company and are not subject to any defenses, counterclaims, or rights of set off other than those arising in the ordinary course of business and for which adequate reserves have been established. The Accounts Receivable are fully collectible to the extent not reserved for on the balance sheet on which they are shown. Schedule 3.16 sets forth a true and correct list of each account payable of the Company (and the age of such payable), as of November 30, 2023.
Accounts Receivable and Payables. The accounts and notes receivable and all other receivables shown on the Interim Balance Sheet (subject to reserves for non-collectibility as reflected therein), and all receivables acquired or generated by AVS since March 31, 2000, are bona fide receivables and represent amounts due with respect to actual, arm's-length transactions entered into in the ordinary course of business consistent with past practice and AVS is not aware of any facts or circumstances that would render such amounts uncollectable in excess of the reserves for such recorded on the Interim Balance Sheet. Such reserves for non-collectibility have been reflected on the Interim Balance Sheet in accordance with GAAP and are adequate. No such account has been assigned or pledged to any other Person, and no defense or set-off or similar right to any such account has been asserted by the account obligor.
Accounts Receivable and Payables. The accounts and notes receivable and all other receivables shown on the Interim Balance Sheet (subject to reserves for non-collectibility as reflected therein), and all receivables acquired or generated by KSG and its subsidiaries since June 30, 2001, are bona fide receivables and represent amounts due with respect to actual, arm's-length transactions entered into in the ordinary course of business consistent with past practice and, except as set forth in Section 5.26 of the Sellers' Disclosure Schedule, the Sellers are not aware of any facts or circumstances that would render such amounts uncollectable in excess of the reserves for such recorded on the Interim Balance Sheet. Such reserves for non-collectibility have been reflected on the Interim Balance Sheet in accordance with GAAP and are adequate. No such account has been assigned or pledged to any other Person, and no defense or set-off or similar right to any such account has been asserted by the account obligor.
Accounts Receivable and Payables. (a) All accounts receivable of the Companies and the Subsidiary have arisen from bona fide transactions in the ordinary course of business and are payable on ordinary trade terms. There is no material contest, claim or right of set-off asserted in writing under any Contract with any obligor of an account receivable relating to the amount or validity of such account receivable that has not been reserved against on the Balance Sheet or in the accounting records of the Companies and the Subsidiary.
