Aged Accounts Receivable Sample Clauses

Aged Accounts Receivable. Purchaser agrees to make commercially reasonable efforts (and no less favorable than the efforts which are generally exerted by the newspapers operated by its affiliates) to collect each Aged Accounts Receivable, including, but not limited to disputed receivables, for a period of 120 days after the Closing Date. On or before the 20th day of each of the second, third, fourth and, if necessary, fifth month after the Closing Date, Purchaser shall furnish the Journal Register with (i) a list of, and pay over to the Journal Register, the amounts collected during the preceding month with respect to an Aged Accounts Receivable, and (ii) a list of all disputed amounts and the status of each Aged Accounts Receivable yet to be paid. Purchaser will be available to meet with Sellers' representative on a monthly basis to review Purchaser's progress on collection of such Aged Accounts Receivable and Sellers shall have reasonable access to all related records during this 120-day period. Any payment received by Purchaser from any customer whose account includes an Aged Accounts Receivable shall be first applied in reduction of the Aged Accounts Receivable, unless such customer either disputes that specific obligation or otherwise specifies that such payment is made in respect of a specific invoice which is not an Aged Accounts Receivable. As soon as reasonably possible after the expiration of the 120-day period, Purchaser shall furnish Journal Register with a list of, and reassign without recourse to Journal Register, each Aged Accounts Receivable which is uncollected, together with all files concerning the collection or attempts to collect the reassigned Aged Accounts Receivable, and thereafter Purchaser shall have no further responsibility for the collection of the reassigned Aged
Sample 1
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Aged Accounts Receivable. Notwithstanding anything to the contrary in this Article II, the Aged Accounts Receivable shall not be included in any estimate of the Closing Net Working Capital made pursuant to Section 2.3(a) or any proposed final calculation of the Closing Net Working Capital made pursuant to Section 2.3(b); provided, that if the Target, Buyer or any of their respective Affiliates receives payment on account of all or a portion of any such Aged Accounts Receivable within 60 days after the Closing Date (whether by full or partial payment, offset, credit or other sale or liquidation for consideration), then Buyer shall promptly inform Seller of such payment and such amount received or deemed received shall be automatically deemed not to be an Aged Accounts Receivable for purposes of a proposed final calculation of the Closing Net Working Capital and shall be included in the Closing Net Working Capital. After Closing, Buyer, Target and their respective Affiliates shall not knowingly or intentionally defer or delay the payment or collection of Aged Accounts Receivable past 60 days after the Closing Date to avoid the provisions of this Section 2.3(f).
Sample 1
Aged Accounts Receivable. EVANSVILLE RECEIVABLES ----------- Preliminary - Cash Rcpts through Noon 01-31-03 1/31/2003 ----------- Contract No. Inv. No. Inv. Date Net due Amount Days 0-30 31-60 61-90 > 90 ----------------------------------------------------------------------------------------------------------------- SIEMENS-WESTINGHOUSE 4500310160 CS122001F 12/20/01 11/28/01 $ (14,463.20) 407 ($14,463) 4500396524 7484 11/27/02 12/27/02 $ 385,497.00 65 $385,497 4200034877 7497 01/07/03 01/18/03 $ 7,000.00 24 $ 7,000 4200040683 7498 01/07/03 01/19/03 $ 2,000.00 24 $ 2,000 0000000000 7499A 01/13/03 02/06/03 $ 133,283.44 18 $ 133,283 0000000000 7499B 01/13/03 02/06/03 $ 133,283.44 18 $ 133,283 4200034877 7500 01/14/03 02/12/03 $ 1,500.00 17 $ 1,500 4500322933 7493A 01/14/03 01/18/03 $ 193,256.52 17 $ 193,257 4200034877 7496A 01/14/03 01/19/03 $ 6,400.00 17 $ 6,400 4200011768 7501 01/21/03 02/20/03 $ 128,837.68 10 $ 128,838 4200011768 7502 01/21/03 02/20/03 $ 128,837.68 10 $ 128,838 4200031029 7503 01/29/03 02/28/03 $ 33,750.00 2 $ 33,750 0000000000 7504 01/31/03 03/02/03 $ 133,283.44 0 $ 133,283 0000000000 7505 01/31/03 03/02/03 $ 133,283.44 0 $ 133,283 ------------- ----------------------------------------- $1,405,749.44 $1,034,716 $385,497 $ - ($14,463) XXXXXXX-FABRILLOY 121802EML 8035 12/18/02 01/17/03 $ 10,000.00 44 $ 10,000 $ 10,000.00 $ - $ 10,000 $ - $ - TOTAL ALL CUSTOMER $1,415,749.44 $1,034,716 $395,497 $ - $($14,463)
Sample 1
Aged Accounts Receivable. In the event and to the extent that subsequent to the Closing a Target Group Entity or Buyer collects any amount in respect of any receivable that was an Aged Accounts Receivable in the Final Net Working Capital Statement as finally determined under Section 1.5(c), such amount(s) shall be deemed to be received by such Target Group Entity or Buyer, as the case may be, as agent, in trust for and on behalf of Sellers, and such Target Group Entity or Buyer, as the case may be, shall promptly pay such amount to Sellers (pro rata in proportion to such Seller’s respective Percentage Interest) by wire transfer of immediately available funds to an account specified by such Seller.
Sample 1
Aged Accounts Receivable. For a period of sixty (60) days from and including the Closing Date, the Buyer shall be solely responsible for collecting, and shall use commercially reasonable efforts to collect, amounts due to the Sellers in respect of Aged Accounts Receivable in exchange for a fee of 15% of the amounts collected; provided, however, that the Buyer shall not be liable to MSC, PPS or PFM for any failure to collect on such accounts so long as the Buyer has used commercially reasonable efforts to collect such accounts. Each Seller shall, and MSC shall cause each Seller to, reasonably assist the Buyer in its collection efforts hereunder. Immediately following such sixty (60) day period, all responsibility for collecting amounts due in respect of Aged Accounts Receivable shall revert to Sellers with no further action by the Parties. In furtherance of, and not by way of limitation of, the foregoing provisions of this Section 6.10, the Parties agree to the procedures set forth in Schedule 6.10.
Sample 1
Aged Accounts Receivable. Each of PPS and PFM shall, and MSC shall cause each of PPS and PFM to, pay to the Buyer at the Buyer's account no less than once every other week an amount equal to (i) 100% of the amounts received in respect of Purchased Accounts Receivable, if any, and (ii) 15% of the amounts received in respect of Aged Accounts Receivable during the sixty-day period referred to in Section 6.10.
Sample 1
Aged Accounts Receivable. The Buyer shall pay to the Sellers at the Sellers' account no less than once every other week an amount equal to (i) 100% of the amounts received in respect of Excluded Accounts Receivable, if any, (ii) 85% of the amounts received in respect of Aged Accounts Receivable during the sixty-day period referred to in Section 6.10 and (iii) 100% of the amounts received in respect of Aged Accounts Receivable following the sixty-day period referred to in Section 6.10.
Sample 1
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Related to Aged Accounts Receivable

  • 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 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; 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.

  • Collection of Accounts Receivable (a) At the Closing, Sellers' Agents shall designate Purchaser as its agent solely for the purposes of collecting the MMP Accounts Receivable. Purchaser will collect the MMP Accounts Receivable during the period beginning on the Closing Date and ending on the 180th day after the Closing Date (the "Collection Period") with the same care and diligence Purchaser uses with respect to its own accounts receivable and hold all such MMP Accounts Receivable in trust for Sellers until remitted by Purchaser to the Indemnification Escrow Agent or the Collections Account pursuant hereto. Purchaser shall not make any referral or compromise of any of the MMP Accounts Receivable to a collection agency or attorney for collection and shall not settle or adjust the amount of any of the MMP Accounts Receivable without the written approval of Sellers' Agent. If, during the Collection Period, Purchaser receives monies from an account debtor of Purchaser that is also an account debtor of MMP with respect to any MMP Accounts Receivable, Purchaser shall credit the sums received to the oldest account due, except where an account is disputed by the account debtor as properly due, and the account debtor has so notified Purchaser in writing, in which case, payments received shall be applied in accordance with the account debtor's instructions; provided that upon resolution of such dispute if any amounts in dispute are received by Purchaser, Purchaser shall remit such amounts to the Indemnification Escrow Agent in accordance with the Indemnification Escrow Agreement up to the amount of the Additional Indemnification Amount Deposit and, thereafter, to the Collections Account.

  • 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.

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

  • Notes and Accounts Receivable All notes and accounts receivable of the Company are reflected properly on their books and records, are valid receivables subject to no setoffs or counterclaims, are current and collectible, and will be collected in accordance with their terms at their recorded amounts, subject only to the reserve for bad debts set forth on the face of the balance sheet included in the Interim Financial Statements (rather than in any notes thereto) as adjusted for the passage of time through the Closing Date in accordance with the past custom and practice of the Company.

  • 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. Except as set forth on Schedule 5(g), no accounts payable of the Company are, at this date, over 45 days old and no accounts payable of the Company will be over 45 days old at the Closing Date.

  • Bona Fide Eligible Accounts The Eligible Accounts are bona fide existing obligations. The property and services giving rise to such Eligible Accounts has been delivered or rendered to the account debtor or to the account debtor’s agent for immediate and unconditional acceptance by the account debtor. Borrower has not received notice of actual or imminent Insolvency Proceeding of any account debtor that is included in any Borrowing Base Certificate as an Eligible Account.

  • Eligible Receivables Each Receivable included as an Eligible Receivable in the calculation of the Net Receivables Pool Balance as of any date is an Eligible Receivable as of such date.

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