Accounts Receivable Documentation Clause Samples

Accounts Receivable Documentation. 97 Section 12.3 Status of Accounts Receivable and Other Collateral...........97 Section 12.4. Collateral Custodian.........................................98 iv 6 SCHEDULES AND EXHIBITS ----------------------

Accounts Receivable Documentation. The Loan Parties will at such intervals as the Agents may require, execute and deliver confirmatory written assignments of the Accounts Receivable to the Agents and furnish such further schedules or information as any such Agent may require relating to the Accounts Receivable, including sales invoices or the equivalent, credit memos issued, remittance advices, reports and copies of deposit slips and copies of original shipping or delivery receipts for all merchandise sold. The items to be provided under this Section 8.02 are to be in form reasonably satisfactory to the Agents and are to be executed and delivered to the Agents from time to time solely for their convenience in maintaining records of the Collateral. The Loan Parties' failure to give any of such items to the Agents shall not affect, terminate, modify or otherwise limit the Collateral Agent's Lien on the Collateral. The Borrowers shall not re-date any invoice or sale or make sales on extended dating beyond that customary in the Borrowers' industry, and shall not re-b▇▇▇ any Accounts Receivable without promptly disclosing the same to the Agents and providing the Agents with a copy of such re-billing, identifying the same as such. If any Borrower becomes aware of anything materially detrimental to any of the Borrowers' customers' credit, the Borrowers will promptly advise the Agents thereof.

Accounts Receivable Documentation. The Obligors will at such intervals as the Agent may require, execute and deliver confirmatory written assignments of the Accounts Receivable to the Agent and furnish such further schedules and/or information as the Agent may require relating to the Accounts Receivable. In addition, the Obligors shall notify the Agent and the Holders of any non-compliance in respect of the representations, warranties and covenants contained in Section 8.03. The items to be provided under this Section 8.02 are to be in form reasonably satisfactory to the Agent and are to be executed and delivered to the Agent from time to time solely for its convenience in maintaining records of the Collateral. The Obligors’ failure to give any of such items to the Agent shall not affect, terminate, modify or otherwise limit the Agent’s Lien on the Collateral. During the continuance of a Default or Event of Default, the Obligors shall not re-▇▇▇▇ any Accounts Receivable without promptly disclosing the same to the Agent and providing the Agent with a copy of such re-billing, identifying the same as such. If the Obligors become aware of anything materially detrimental to the value, enforceability or collectibility of the Accounts Receivable generally, or the value, enforceability or collectibility of a material portion thereof, the Obligors will promptly and in writing advise the Agent and the Holders thereof.

Accounts Receivable Documentation. 89 Section 7.03 Status of Accounts Receivable and Other Collateral...... 89 Section 7.04

Accounts Receivable Documentation. The Loan Parties will at such intervals as the Agents may reasonably require during the occurrence and continuance of an Event of Default, execute and deliver confirmatory written assignments of the Accounts Receivable to the Agents and furnish such further schedules and/or information as any Agent may require relating to the Accounts Receivable, including, without limitation, sales invoices or the equivalent, credit memos issued, remittance advices, reports and copies of deposit slips and copies of original shipping or delivery receipts for all merchandise sold. The items to be provided under this Section 8.02 are to be in form reasonably satisfactory to the Agents and are to be executed and delivered to the Agents from time to time solely for their convenience in maintaining records of the Collateral. If the Loan Parties become aware of anything materially detrimental to any of the Loan Parties' customers' credit, the Loan Parties will promptly advise the Agents thereof.

Accounts Receivable Documentation. Subject to the prior --------------------------------- rights of the Factor under the Factoring Agreements and the Assignment Agreement, the Company and each Borrower will at such intervals as the Collateral Agent may reasonably require, execute and deliver confirmatory written assignments of the Accounts Receivable to the Collateral Agent and furnish such further schedules and/or information as the Collateral Agent may reasonably require relating to the Accounts Receivable, including, without limitation, sales invoices or the equivalent, credit memos issued, remittance advises, reports and copies of deposit slips and copies of original shipping or delivery receipts for all merchandise sold. In addition, the Company and each Borrower shall notify the Collateral Agent of any material non-compliance in respect of the representations, warranties and covenants contained in Section 8.03 below. The items to be provided under this Section 8.02 are to be in form reasonably satisfactory to the Collateral Agent and are to be executed and delivered to the Collateral Agent from time to time solely for its convenience in maintaining records of the Collateral. The Company or any Borrower's failure to give any of such items to the Collateral Agent shall not affect, terminate, modify or otherwise limit the Collateral Agent's Lien in the Collateral. Subject to the provisions of the Factoring Agreements, the Company and each Borrower shall not re-date any invoice or sale or make sales on extended dating beyond that customary in the Company's or such Borrower's industry, and shall not re- ▇▇▇▇ any Accounts Receivable without promptly disclosing the same to the Factor and the Collateral Agent and providing the Factor and the Collateral Agent with copy of such re-billing, identifying the same as such. If the Company or any Borrower becomes aware of anything materially detrimental to the credit of any of the Company's or any of the Borrowers' customers' which is not otherwise publicly known with respect to non-credit approved Accounts Receivable, the Company or such Borrower will promptly advise the Collateral Agent thereof.

Accounts Receivable Documentation. The Loan Parties will at such intervals as the Agent may require, execute and deliver confirmatory written assignments of the Accounts Receivable to the Agent and furnish such further schedules and/or information as the Agent may reasonably require relating to the Accounts Receivable, including, without limitation, sales invoices or the equivalent, credit memos issued, remittance advises, reports and copies of deposit slips and copies of original shipping or delivery receipts for all merchandise sold. In addition, the Loan Parties shall notify the Agent of any non-compliance in respect of the representations, warranties and covenants contained in Section 7.03. The items to be provided under this Section 7.02 are to be in form reasonably satisfactory to the Agent and are to be executed and delivered to the Agent from time to time solely for its convenience. A Loan Party’s failure to give any of such items to the Agent shall not affect, terminate, modify or otherwise limit the Agent’s Lien on the Collateral. The Loan Parties shall not re-date any invoice or sale or make sales on extended dating beyond that customary in the Loan Parties’ industry and in the ordinary course of such Loan Party’s business. In addition, the Loan Party shall not re-▇▇▇▇ any Accounts Receivable without promptly disclosing the same to the Agent and providing the Agent with copy of such re-billing, identifying the same as such; provided, however, if the original invoice amount of any Account Receivable proposed to be re-billed equals or exceeds $50,000, the Loan Party shall give the Agent prior written notice thereof together with a copy of the proposed re-billing; provided, further, the Loan Party shall not be required to notify the Agent of any Accounts Receivable which are re-billed in order to correct invoice errors or which are re-billed in the ordinary course of business and in a manner and an amount consistent with past business practice to the extent the aggregate amount of such re-billed Accounts Receivable do not exceed $50,000 during any month. If any Loan Party becomes aware of anything materially detrimental to any of the Loan Party’s customers’ credit, such Loan Party will promptly advise the Agent thereof.

Accounts Receivable Documentation. The Borrower will, and will cause its Subsidiaries to, at such intervals as the Administrative Agent may require during the continuance of an Event of Default, execute and deliver confirmatory written assignments of the Accounts Receivable to the Lenders and furnish such further schedules and/or information as the Administrative Agent may reasonably require relating to the Accounts Receivable. The items to be provided under this Section 12.02 are to be in form similar to the Borrower's existing practices and are to be executed and delivered to Administrative Agent from time to time (upon request) solely for its convenience in maintaining records of the Collateral. The failure of the Borrower or its Subsidiaries to give any of such items to the Collateral Agent or Lenders shall not affect, terminate, modify or otherwise limit the Collateral Agent's or any Lender's Lien on the Collateral.

Accounts Receivable Documentation. The Domestic Loan Parties will at such intervals as the Administrative Agent may require, after the occurrence and during the continuance of an Event of Default, execute and deliver confirmatory written assignments of the Accounts Receivable to the Administrative Agent and furnish such further schedules and/or information as the Administrative Agent may require relating to the Accounts Receivable, including, without limitation, sales invoices or the equivalent, credit memos issued, remittance advices, reports and copies of deposit slips and copies of original shipping or delivery receipts for all merchandise sold. In addition, the Domestic Loan Parties shall notify the Administrative Agent of any material non-compliance in respect of the representations, warranties and covenants contained in Section 8.03. The items to be provided under this Section 8.02 are to be in form reasonably satisfactory to the Administrative Agent and are to be executed and delivered to the Administrative Agent from time to time solely for its convenience in maintaining records of the Collateral. The Domestic Loan Parties' failure to give any of such items to the Administrative Agent shall not affect, terminate, modify or otherwise limit any Agent's Lien on the Collateral.