Foreign Accounts Receivable Sample Clauses

Foreign Accounts Receivable. The Foreign Accounts Receivable;
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Foreign Accounts Receivable. At the Closing, Chemtura shall issue to the Purchaser a promissory note in original principal amount equal to the aggregate amount of the Foreign Accounts Receivable (excluding the Factored Accounts Receivable and net of related reserves) as reflected on the Estimated Closing Statement, substantially in the form set forth in Exhibit K (the “Accounts Receivable Note”), such promissory note to (1) have a term of 90 days, (2) be payable bi-weekly in equal installments, (3) be unsecured and (4) bear no interest.
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Foreign Accounts Receivable. As soon as practicable and in any event within 60 days after the issuance of any Letter of Credit for which a Designated Subsidiary is required hereunder to be a co-applicant, such Designated Subsidiary shall have executed and delivered to the Agent all documents, in form and substance reasonably satisfactory to the Agent, and taken all such other action reasonably required by the Agent, to pledge and grant a security interest in all of the accounts receivable of such Designated Subsidiary to the Agent, in its capacity as security trustee or agent for the Issuers, solely to secure the Letter of Credit Obligations of such Designated Subsidiary with respect to the Credit (as defined in the Designated Subsidiary Letter of Credit Reimbursement Agreement) issued for the benefit of such Designated Subsidiary. Notwithstanding any other provision of this Agreement, the Lenders and the Issuers acknowledge that such pledge and security interest shall not under any circumstances secure any other obligations or liabilities.
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Foreign Accounts Receivable. Credit Parties shall use their reasonable best efforts to collect all Accounts owing to any Credit Party from any Account Debtor located outside the United States as soon as possible, and otherwise will consult with Agents on an ongoing basis in connection therewith.
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Foreign Accounts Receivable. Foreign Accounts Receivable shall mean trade accounts receivable of Borrower arising from and after the date hereof from the sale of goods in the ordinary course of business to any entity not formed under the laws of the United States of America, and its territories, or any of its 50 states.
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Foreign Accounts Receivable. Notwithstanding anything to the contrary contained herein, Bank agrees that if Borrower enters into a financing arrangement with a lender to finance Borrower's Accounts Receivable which are billed to an entity operating outside of the United States or in foreign currency ("Foreign Accounts Receivable"), Bank will subordinate its security interest in the Foreign Accounts Receivable to the security interest of such lender, provided such Foreign Accounts Receivable are not Financed Receivables. EXECUTED under seal as of the date first written above. MERCATOR SOFTWARE, INC. By /s/ [ILLEGIBLE] ------------------------------------------ Title CHAIRMAN OF THE BOARD, CHIEF --------------------------------------- EXECUTIVE OFFICER AND PRESIDENT SILICON VALLEY BANK By ------------------------------------------ Title --------------------------------------- EXECUTED under seal as of the date first written above. MERCATOR SOFTWARE, INC. By ------------------------------------------ Title --------------------------------------- SILICON VALLEY BANK By /s/ [ILLEGIBLE] ------------------------------------------ Title Senior Vice President ---------------------------------------
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Foreign Accounts Receivable. Use commercially reasonable efforts to collect all accounts receivable owing from Account Debtors located outside of the United States on or before March 4, 2008.
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Related to Foreign 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 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.

  • 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; 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)

  • 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.

  • 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.

  • Eligible Accounts The words “Eligible Accounts” mean at any time, all of Borrower’s Accounts which contain selling terms and conditions acceptable to Lender. The net amount of any Eligible Account against which Borrower may borrow shall exclude all returns, discounts, credits, and offsets of any nature. Unless otherwise agreed to by Lender in writing, Eligible Accounts do not include:

  • 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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