Common use of Agreements Regarding Receivables Clause in Contracts

Agreements Regarding Receivables. Borrower may not backdate, postdate or redate any of its invoices. Borrower may not make any sales on extended dating or credit terms beyond that customary in Borrower’s industry and consented to in advance by Bank. In addition to the Borrowing Base Certificate to be delivered in accordance with Section 8.3, Borrower shall notify Bank promptly upon Borrower’s learning thereof, in the event any Eligible Receivable or any Eligible Unbilled Revenue becomes ineligible for any reason, other than the aging of such Receivable, and of the reasons for such ineligibility. Borrower shall also notify Bank promptly of all material disputes and claims with respect to its Receivables, and Borrower will settle or adjust such material disputes and claims at no expense to Bank; however, Borrower may not, without Bank’s consent, grant (i) any discount, credit or allowance in respect of its Receivables (a) which is outside the ordinary course of Borrower’s business and (b) which discount, credit or allowance exceeds an amount equal to $5,000 in the aggregate with respect to any individual Receivable or (ii) any materially adverse extension, compromise or settlement to any customer or account debtor with respect to any then Eligible Receivable or Eligible Unbilled Revenue. Nothing permitted by this Section 7.1 or Section 7.2, however, may be construed to alter in any way the criteria for Eligible Receivables or Eligible Unbilled Revenue provided in Section 1.1.

Agreements Regarding Receivables. Borrower may not backdate, postdate or redate any of its invoicesinvoices or statements except that Borrower may redate an invoice only under the following conditions: (i) Borrower will clearly identify any redated invoices (including providing the original invoice dates thereof) on each Borrowing Base Certificate submitted to Agent and (ii) any redated invoice, if otherwise an Eligible Receivable as of any applicable date, will automatically become ineligible on the 90th day after the date of the original invoice applicable thereto (or sooner if ineligible based on the application of any of the other criteria set forth in the definition of Eligible Receivables). Borrower may not make any sales on extended dating or credit terms beyond that customary in Borrower’s industry and consented to in advance by Banka total of 120 days after invoice date. In addition to If between the date Borrower has delivered a Borrowing Base Certificate to be delivered in accordance with Section 8.3Agent and the date the next Borrowing Base Certificate is due under this Agreement, Borrower shall notify Bank promptly upon Borrower’s learning thereof, in the event learns that any Eligible Receivable in an amount equal to or any Eligible Unbilled Revenue becomes greater than $250,000 has become ineligible for any reason, other than the aging of such Receivable, and of the reasons for such ineligibility. then Borrower shall also notify Bank Agent promptly of all material disputes and claims with respect to its Receivablesupon Borrower’s learning thereof. Without obtaining Agent’s prior consent (which consent will not be unreasonably withheld or delayed), and Borrower will settle or adjust such material disputes and claims at no expense to Bank; however, Borrower may not, without Bank’s consent, grant not grant: (ia) any discount, credit or allowance in respect of its Receivables included in the Borrowing Base (a1) which is outside the ordinary course of Borrower’s business and (b2) which discount, credit or allowance exceeds an amount equal to $5,000 50,000 in the aggregate with respect to any individual Receivable or (iib) any materially adverse extension, compromise or settlement to any customer or account debtor with respect to any then Eligible Receivable or Eligible Unbilled Revenuewhich is outside the ordinary course of business. Nothing permitted by this Section 7.1 or Section 7.2, however, may be construed to alter in any way the criteria for Eligible Receivables or Eligible Unbilled Revenue Inventory provided in Section 1.1.

Agreements Regarding Receivables. Borrower No Credit Party may not backdate, postdate or redate any of its invoices. Borrower No Credit Party may not make any sales on extended dating or credit terms beyond that customary in Borrowersuch Credit Party’s industry and consented to in advance by Bankindustry. In addition to the Borrowing Base Certificate to be delivered in accordance with Section 8.3this Agreement, Borrower Representative shall notify Bank Agent promptly upon Borrowerany Credit Party’s learning thereof, in the event any Eligible Receivable Account, Eligible Pre-Audit Account or any Eligible Unbilled Revenue Account becomes ineligible for any reason, other than the aging of such ReceivableAccount, and of the reasons for such ineligibility. Borrower Representative shall also notify Bank Agent promptly of all material disputes and claims with respect to its Receivablesthe Accounts of any Credit Party, and Borrower such Credit Party will settle or adjust such material disputes and claims at no expense to BankAgent; provided, however, Borrower may notno Credit Party may, without BankAgent’s consent, grant (ia) any discount, credit or allowance in respect of its Receivables Accounts (ai) which is outside the ordinary course Ordinary Course of Borrower’s business and Business or (bii) which discount, credit or allowance allowance, with respect to any individual Account, exceeds an amount equal to $5,000 250,000 in any year and $1,000,000 over the aggregate with respect to any individual Receivable term of this Agreement or (iib) any materially adverse extension, compromise or settlement to any customer or account debtor with respect to any then Eligible Receivable Account, Eligible Pre-Audit Account or Eligible Unbilled RevenueAccount. Nothing permitted by this Section 7.1 or Section 7.25.17, however, may be construed to alter in any way the criteria for Eligible Receivables Accounts, Eligible Pre-Audit Accounts or Eligible Unbilled Revenue Accounts provided in Section 1.1.. Midcap / Transfix / A&R Credit Agreement

Agreements Regarding Receivables. Borrower No Credit Party may not backdate, postdate or redate any of its invoices. Borrower No Credit Party may not make any sales on extended dating or credit terms beyond that customary in Borrowersuch Credit Party’s industry and consented to in advance by BankAgent. In addition to the Borrowing Base Certificate to be delivered in accordance with Section 8.3this Agreement, Borrower Representative shall notify Bank Agent promptly upon Borrowerany Credit Party’s learning thereof, in the event any Eligible Receivable Account or any Eligible Unbilled Revenue Costs in Excess of Billings becomes ineligible for any reason, other than the aging of such ReceivableAccount, and of the reasons for such ineligibility. Borrower Representative shall also notify Bank Agent promptly of all material disputes and claims with respect to its Receivablesthe Accounts of any Credit Party, and Borrower such Credit Party will settle or adjust such material disputes and claims at no expense to BankAgent; provided, however, Borrower may notno Credit Party may, without BankAgent’s consent, grant (ia) any discount, credit or allowance in respect of its Receivables Accounts (ai) which is outside the ordinary course Ordinary Course of Borrower’s business and Business or (bii) which discount, credit or allowance exceeds an amount equal to $5,000 1,000,000 in the aggregate with respect to any individual Receivable or Account of (iib) any materially adverse extension, compromise or settlement to any customer or account debtor with respect to any then Eligible Receivable or Account and/or Eligible Unbilled RevenueCosts in Excess of Billings. Nothing permitted by this Section 7.1 or Section 7.25.16, however, may be construed to alter in any way the criteria for Eligible Receivables Accounts, Eligible Equipment, Eligible Unappraised Equipment, Eligible Rolling Stock, Eligible Unappraised Rolling Stock or Eligible Unbilled Revenue Costs in Excess of Billings provided in Section 1.1.

Agreements Regarding Receivables. No Borrower may not backdate, postdate or redate any of its invoicesinvoices with respect to Eligible Accounts, except to the extent required to correct any clerical errors or otherwise as consented to in advance by Agent in its Permitted Discretion. No Borrower may not make any sales on extended dating or credit terms with respect to Eligible Accounts beyond that customary in such Borrower’s industry and or in the Ordinary Course of Business or otherwise consented to in advance by BankAgent in its Permitted Discretion. In addition to the Borrowing Base Certificate to be delivered in accordance with Section 8.3this Agreement, Borrower Representative shall notify Bank Agent promptly upon any Borrower’s learning thereof, in the event any Eligible Receivable or any Eligible Unbilled Revenue Account becomes ineligible for any reason, other than the aging of such ReceivableAccount, and of the reasons for such ineligibility. Borrower Representative shall also notify Bank Agent promptly of all material disputes and claims with respect to its Receivablesthe Accounts of any Borrower, and such Borrower will settle or adjust such material disputes and claims at no expense to BankAgent; provided, however, no Borrower may notmay, without BankAgent’s consent, (a) grant (i) any discount, credit or allowance in respect of its Receivables (a) Eligible Accounts, which is outside the ordinary course Ordinary Course of Borrower’s business and Business, or (b) which discount, credit or allowance exceeds an amount equal to $5,000 in the aggregate with respect to any individual Receivable or (ii) grant any materially adverse extension, compromise or settlement to any customer or account debtor with respect to any then Eligible Receivable or Eligible Unbilled RevenueAccount. Nothing permitted by this Section 7.1 or Section 7.25.20, however, may be construed to alter in any way the criteria for Eligible Receivables Accounts, Eligible Equipment or Eligible Unbilled Revenue Inventory provided in Section 1.1.

Agreements Regarding Receivables. No Borrower may not backdate, postdate or redate any of its invoices. No Borrower may not make any sales on extended dating or credit terms beyond that customary in such Borrower’s 's industry and consented to or in advance by Bankthe Ordinary Course of Business. In addition to the Borrowing Base Certificate Certificates to be delivered in accordance with Section 8.3this Agreement, Borrower Representative shall notify Bank Agent promptly upon any Borrower’s 's learning thereof, in the event any material Eligible Receivable Account or any material account receivable constituting Eligible Unbilled Revenue Costs in Excess of Xxxxxxxx becomes ineligible for any reason, other than the aging of such ReceivableAccount, and of the reasons for such ineligibility. Borrower Representative shall also notify Bank Agent promptly of all material disputes and claims with respect to its Receivablesany material Eligible Account of any Borrower, and such Borrower will settle or adjust such material disputes and claims at no expense to BankAgent; provided, however, no Borrower may notmay, without Bank’s Agent's consent, grant (ia) any discount, credit or allowance in respect of its Receivables Accounts (ai) which is outside the ordinary course Ordinary Course of Borrower’s business and Business or (bii) which discount, credit or allowance exceeds an amount equal to $5,000 100,000 in the aggregate with respect to any individual Receivable Account or (iib) any materially adverse extension, compromise or settlement to any customer or account debtor Account Debtor with respect to any then material Eligible Receivable or Eligible Unbilled RevenueAccount. Nothing permitted by this Section 7.1 or Section 7.25.16, however, may be construed to alter in any way the criteria for Eligible Receivables Accounts or Eligible Unbilled Revenue Costs in Excess of Xxxxxxxx provided in Section 1.1.

Agreements Regarding Receivables. No Borrower may not backdate, postdate or redate any of its invoicesinvoices or statements. No Borrower may not make any sales on extended dating or credit terms beyond that customary in such Borrower’s 's industry and consented to in advance by BankAgent. In addition to the Borrowing Base Certificate to be delivered in accordance with Section 8.3, each Borrower shall notify Bank Agent promptly upon such Borrower’s 's learning thereof, in the event any Eligible Receivable or any Eligible Unbilled Revenue becomes ineligible for any reason, other than the aging of such Receivable, and of the reasons for such ineligibility. Each Borrower shall also notify Bank Agent promptly of all material disputes and claims with respect to its Receivables, and such Borrower will settle or adjust such material disputes and claims at no expense to BankAgent or the Lenders; however, no Borrower may notmay, without Bank’s Agent's consent, grant (i) any discount, credit or allowance in respect of its Receivables (a) which is outside the ordinary course of Borrower’s business and (b) which discount, credit or allowance exceeds an amount equal to $5,000 250,000 in the aggregate with respect to any individual Receivable or (ii) any materially adverse extension, compromise or settlement to any customer or account debtor with respect to any then Eligible Receivable. The amount of any Receivable or related to any xxxx-and-hold sale transaction shall be disclosed as such to the Agent on each applicable subsequent Borrowing Base Certificate and in no event shall such Receivable constitute an Eligible Unbilled RevenueReceivable. Nothing permitted by this Section 7.1 or Section 7.2, however, may be construed to alter in any way the criteria for Eligible Receivables or Eligible Unbilled Revenue Inventory provided in Section 1.1.