Overdue Receivables Sample Clauses

Overdue Receivables. Receivables due from Users not settled during the term specified in the agreement (invoice). The Overdue Receivables fall into Receivables Real for Collection, Bad Receivables.
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Overdue Receivables. Accounts Receivable of the Borrower that are outstanding for more than (a) with respect to Accounts Receivable owing by independent sales representatives of the division of the Borrower previously constituting the "Scholastic Division" of the Balfour Sellers, (i) during the months of July, August, November and December of any year (and during the month of June of 1997), one hundred eighty (180) days past the earlier to occur of (A) the date of the respective invoices therefor and (B) the date of shipment
Sample 1
Overdue Receivables. On the Closing Date, and subject to the terms and conditions set forth in this Agreement, the Seller (subject to the provisions of Article 10 hereto) shall sell, assign, transfer and deliver to Purchaser, and the Purchaser shall purchase and take assignment and delivery of, all of the Seller's right, title and interest in, to and under the following assets as of the Closing Date (other than the Excluded Accounts and the Excluded Assets): any and all amounts owing from the Cardholders to the Seller (whether billed or unbilled, posted or not) in connection with the Overdue Accounts, including, without limitation, all principal, outstanding purchases, cash advances, interest (including accrued but unbilled interest), annual fees, finance and service charges and other charges and fees, less any and all amounts owing from the Seller to the Cardholders as a credit balance, whether or not credited (hereinafter referred to collectively as the "Overdue Receivables"). The parties hereto intend that the conveyance of the Seller's right, title and interest in and to the Overdue Receivables shall constitute an absolute sale, conveying good title free and clear of any liens, claims, encumbrances or rights of others from the Seller to the Purchaser and that the Overdue Receivables shall not be a part of the Seller's estate in the event of the insolvency of the Seller or a conservatorship, receivership or similar event with respect to the Seller. It is the intention of the parties hereto that the arrangements with respect to the Overdue Receivables shall constitute a purchase and sale of such Overdue Receivables and not a loan. In the event, however, that it were to be determined that the transactions evidenced hereby constitute a loan and not a purchase and sale, it is the intention of the parties hereto that this Agreement shall constitute a security agreement under applicable law, and that the Seller shall be deemed to have granted and does hereby grant to the Purchaser a first priority perfected security interest, in all of the Seller's right, title and interest, whether now owned or hereafter acquired, in, to and under the Overdue Receivables to secure the rights of the Purchaser hereunder and the obligations of the Seller hereunder.
Sample 1
Overdue Receivables. Other than the right of Cardholders or other obligors to assert claims and defenses against the Seller pursuant to 12 C.F.R. ss.226.12(c) and under any other applicable laws and the Cardholders' "billing error" rights pursuant to 12 C.F.R. ss.226.13, to the best of the Seller's knowledge, the Overdue Receivables are not subject to Cardholder or other obligor claims, offsets or adjustments and represent the legal, valid and binding obligations of the Cardholders, enforceable against the Cardholders in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, fraudulent transfer, reorganization, moratorium or similar laws of general applicability relating to or affecting creditors' rights or to general equity principles (regardless of whether such matters are considered in a proceeding in equity or at law) and the availability of equitable remedies. Seller makes no representation or warranty regarding the payment or collectibility of the Overdue Receivables.
Sample 1
Overdue Receivables. Accounts Receivable of the Borrower that are outstanding for more than (a) with respect to Accounts Receivable owing by independent sales representatives of the division of the Borrower previously constituting the "Scholastic Division" of the Balfour Sellers, (i) during the months of July, August, November and December of any year (and during the month of June of 1997), one hundred eighty (180) days past the earlier to occur of (A) the date of the respective invoices therefor and (B) the date of shipment thereof in the case of goods or the end of the calendar month following the provision thereof in the case of services, and (ii) at any other time, one hundred twenty (120) days past the earlier to occur of (A) the date of the respective invoices therefor and (B) the date of shipment thereof in the case of goods or the end of the calendar month following the provision thereof in the case of services, (b) with respect to Accounts Receivable owing by Walmart Stores, the earlier to occur of (i) one hundred fifty (150) days past the date of shipment of the goods relating thereto and (ii) one hundred twenty (120) days past the due date for payment thereon, (c) with respect to Accounts Receivable owing by any of the Specified Account Debtors classified as "60 Day Term Specified Account Debtors" on the Specified Account Debtor Letter, the earlier to occur of (i) one hundred twenty (120) days past the date of shipment of the goods relating thereto and (ii) sixty (60) days past the due date for payment thereon, (d) with respect to Accounts Receivable owing by any of the Specified Account Debtors classified as "90 Day Term Specified Account Debtors" on the Specified Account Debtor Letter, the earlier to occur of (i) one hundred fifty (150) days past the date of shipment of the goods relating thereto and (ii) sixty (60) days past the due date for payment thereon, (e) with respect to Accounts Receivable owing by any of the Specified Account Debtors classified as "120 Day Term Specified Account Debtors" on the Specified Account Debtor Letter, the earlier to occur of (i) one hundred fifty (150) days past the date of shipment thereof and (ii) thirty (30) days past the due date for payment thereon, (f) sixty (60) days past the due date for payment thereon with respect to Accounts Receivable (A) owed by college students who have purchased goods on an installment sale basis with full payment to be due within eight (8) months of the date of sale, (B) owed by high school stude...
Sample 1

Related to Overdue Receivables

  • Receivables (a) No amount payable to such Grantor under or in connection with any Receivable is evidenced by any Instrument or Chattel Paper which has not been delivered to the Administrative Agent.

  • Collection of Receivables Except as otherwise provided in this Security Agreement, such Grantor will collect and enforce, at such Grantor’s sole expense, all amounts due or hereafter due to such Grantor under the Receivables owned by it.

  • Reassignment of Purchased Receivables Upon deposit in the Collection Account of the Purchase Amount of any Receivable repurchased by Seller under Section 5.1 hereof, Purchaser and the Issuer shall take such steps as may be reasonably requested by Seller in order to assign to Seller all of Purchaser’s and the Issuer’s right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to Purchaser and the Issuer directly relating thereto, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of Purchaser or the Issuer. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that Seller may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Purchaser and the Issuer shall, at the expense of Seller, take such steps as Seller deems reasonably necessary to enforce the Receivable, including bringing suit in Purchaser’s or in the Issuer’s name.

  • Conveyance of Initial Receivables In consideration of the Issuer's delivery to or upon the order of the Seller on the Closing Date of the net proceeds from the sale of the Notes and the other amounts to be distributed from time to time to the Seller in accordance with the terms of this Agreement, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (subject to the obligations set forth herein), all right, title and interest of the Seller in and to:

  • The Receivables SECTION 3.01 Representations and Warranties of the Seller with Respect to the Receivables......... 22 SECTION 3.02

  • 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.

  • Reassignment of Ineligible Receivables In the event any -------------------------------------- representation or warranty set forth in Section 2.4(a)(iii) through (viii) is not true and correct as of the date specified therein with respect to any Receivable or Account and such breach has a materially adverse effect on the Certificateholders' Interest in such Receivable or Account, then, within 30 days (or such longer period as may be agreed to by the Trustee) of the earlier to occur of the discovery of any such event by the Transferor or the Servicer, or receipt by the Transferor or the Servicer of written notice of any such event by the Transferor or the Servicer, the Transferor shall accept a reassignment of such Receivable or, in the case of such an untrue representation or warranty with respect to an Account, all Receivables in such Account, on the Determination Date immediately succeeding the day of such discovery or notice on the terms and conditions set forth in the next succeeding paragraph; provided, however, that no such reassignment shall be --------- -------- required to be made with respect to such Receivable if, by the end of such 30- day period (or such longer period as may be agreed to by the Trustee), the breached representation or warranty shall then be true and correct in all material respects and any material adverse effect caused thereby shall have been cured. The Transferor shall accept a reassignment of each such Receivable by directing the Servicer to deduct, subject to the next sentence, the principal amount of such Receivables (reduced by any Discount Factor then in effect) from the Pool Balance on or prior to the end of the Monthly Period in which such reassignment obligation arises. If, following such deduction, the Transferor Interest would be less than the Minimum Transferor Interest, or the Pool Balance would be less than the Minimum Aggregate principal Receivables (less any amounts in the Excess Funding Account), in either case determined as of the immediately preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on the Distribution Date following such Determination Date), then not later than 12:00 noon New York City time on the day on which such reassignment occurs, the Transferor shall deposit in the Collection Account in immediately available funds the amount (the "Transfer Deposit Amount") equal to the greater of (i) the amount by which the Transferor Interest would be less than such Minimum Transferor Interest, or (ii) the amount by which the Pool Balance would be less than the Minimum Aggregate Principal Receivables (less any amounts in the Excess Funding Account (in either case, up to the principal amount of such Receivables, reduced by any Discount Factor then in effect); provided that if the Transfer Deposit Amount is not deposited as required by this sentence, then the amounts to be deducted in respect of such Receivables shall only be deducted from the Pool Balance to the extent that the Transferor Interest is not reduced below the Minimum Transferor Interest and the Pool Balance is not reduced below the Minimum Aggregate Principal Receivables (less any amounts in the Excess Funding Account) and the Receivables, the amounts to be deducted in respect of which have not been so deducted, shall not be reassigned to the Transferor and shall remain part of the Trust. Upon reassignment of any such Receivable, but only after payment by the Transferor of the Transfer Deposit Amount, if any, the Trust shall automatically and without further action be deemed to sell, transfer, assign, set over and otherwise convey to the Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to such Receivable, all Collateral Security and all moneys due or to become due with respect thereto and all proceeds thereof. The Trustee shall execute such documents and instruments of transfer or assignment as shall be furnished by the Transferor and shall take such other actions as shall reasonably be requested by the Transferor, to effect the conveyance of such Receivables pursuant to this Section. The obligation of the Transferor to accept a reassignment of any such Receivable and to pay any related Transfer Deposit Amount shall constitute the sole remedy respecting the event giving rise to such obligation available to Certificateholders (or the Trustee on behalf of Certificateholders).

  • Conveyance of the Receivables AND THE OTHER CONVEYED PROPERTY

  • 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.

  • Collection of Receivable Payments; Modifications of Receivables (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable automobile receivables that it services for itself or others and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable.

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