CERTAIN SPECIFIC TERMS Clause Samples
The "Certain Specific Terms" clause serves to highlight and define particular terms or conditions within a contract that require special attention or have unique meanings. This clause typically lists out words or phrases that, for the purposes of the agreement, are assigned specific definitions or interpretations that may differ from their ordinary usage. By clearly identifying these terms, the clause ensures that all parties have a mutual understanding of key concepts, thereby reducing ambiguity and minimizing the risk of disputes over interpretation.
CERTAIN SPECIFIC TERMS. For purposes of this Agreement, the following terms shall have the following meanings:
CERTAIN SPECIFIC TERMS. For purposes of this Agreement, the following terms shall have the following meanings:
(a) ACCOUNT DEBTOR means the person, firm, or entity obligated to pay a Receivable.
CERTAIN SPECIFIC TERMS. In this Agreement:
(a) the term "Affiliate" of a Person means a --------- Person controlling, under common control with or controlled by such Person; (b) the term "Person" means any individual, partnership, joint venture, corporation, ------ trust or incorporated organization or any other business entity, in each case whether acting in an individual, fiduciary or other capacity; (c) the term "Subsidiary" of a Person means a corporation as to which 50% or more of the ----------- outstanding voting stock is owned or controlled, directly or indirectly, by that Person.
CERTAIN SPECIFIC TERMS. Section 1.2. Singulars and Plurals..................................9 Section 1.3. U.C.C. Definitions.....................................9
CERTAIN SPECIFIC TERMS. For purposes of this Agreement, the following terms shall have the following meanings:
(a) ACCOUNT DEBTOR means the person, firm, or entity obligated to pay a Receivable.
(b) ADVANCE means a loan made to Debtor by Secured Party pursuant to this Agreement.
(c) BORROWING CAPACITY means, at the time of computation, (i) the lesser of (A) $8,000,000.00, or (B) 80% of the Receivables Borrowing Base, minus (ii) the aggregate amount of any banker’s acceptances, letters of guaranty, or letters of credit issued by Secured Party, for Debtor’s account, in favor of a third party.
(d) CONSOLIDATED SUBSIDIARY means any corporation of which at least 50% of the voting stock is owned by Debtor directly, or indirectly through one or more Consolidated Subsidiaries. If Debtor has no Consolidated Subsidiaries, the provisions of this Agreement relating to Consolidated Subsidiaries shall be inapplicable, without affecting the applicability of such provisions to Debtor alone.
(e) CREDIT means any discount, allowance, credit, rebate, or adjustment granted by Debtor with respect to a Receivable, other than a cash discount not in excess of 10%.
(f) EXTENSION means the granting to an Account Debtor of additional time within which such Account Debtor is required to pay a Receivable.
(g) INELIGIBLE RECEIVABLES means the aggregate amount of the following described Receivables, and of any other Receivables which, in the reasonable discretion of Secured Party, are not satisfactory for credit or any other reason, such aggregate amount to be computed as of the last business day of the immediately preceding month, or computed at any other time in the sole discretion of Secured Party.
(i) Any Receivable which has remained unpaid for more than 120 days after the invoice date shown on the invoice evidencing such Receivable.
(ii) Any Receivable with respect to which a representation or warranty contained in Sections 4.1, 4.3, and 4.4 was not, or does not continue to be, true and accurate, including, without limitation, any Receivable subject to a setoff, defense or counterclaim or dispute.
(iii) In the reasonable discretion of Secured Party, any Receivable with respect to all or part of which a check, promissory note, draft, trade acceptance, or other instrument for the payment of money has been received, presented for payment, and returned uncollected for any reason.
(iv) Any Receivable on which Debtor has extended the time for payment without the consent of Secured Party, except as provided in ...
CERTAIN SPECIFIC TERMS. 16 8.6.4 Material Adverse Effect . . . . . . . . . . . . . . . 16 8.7 Counterparts . . . . . . . . . . . . . . . . . . . . . . . . 16 8.8
CERTAIN SPECIFIC TERMS. For purposes of this Agreement, the following terms shall have the following meanings:
(a) Account Debtor means the person, firm, or entity obligated to pay a Receivable.
CERTAIN SPECIFIC TERMS. For purposes of this Loan Agreement, the following terms shall have the following meanings:
CERTAIN SPECIFIC TERMS. For purposes of this Agreement, the following terms shall have the following meanings: (
a) ACCOUNT DEBTOR means the person, firm, or entity obligated to pay a Receivable. (b) ADVANCE means a revolving loan made to Debtor by Secured Party pursuant to Section 2.1.