Uncollectible Accounts Receivable. Buyer (and, prior to the Closing, Seller) shall cause Southeast and the Partnership to use commercially reasonable efforts to collect in full, consistent with the past practices of the Business, all accounts receivable of the Business (the "Accounts Receivable"). If the Accounts Receivable outstanding at the Closing shall not have been fully collected within 120 days following the Closing Date in an amount equal to the outstanding unpaid amounts thereof at the Closing, Buyer may require the Seller to purchase any Accounts Receivable that have not been so fully collected at a purchase price equal to the original outstanding amount of such Accounts Receivable at the Closing less net collections thereon from the Closing Date to the repurchase date; provided, however, that the Seller shall be required to repurchase such unpaid Accounts Receivable only to the extent that the aggregate amount of such unpaid Accounts Receivable exceeds the allowance for doubtful accounts deducted from accounts receivable set forth on the Balance Sheets, and if such an excess exists, the Seller shall only be required to pay an amount for such unpaid Accounts Receivable equal to such excess; provided, further, during such 120-day period, that Buyer may not settle or compromise any Accounts Receivable without the prior written consent of Seller. As a condition to any such repurchase, Buyer shall reconvey to the Seller the unpaid Accounts Receivable to be repurchased and shall provide Seller with sufficient detail regarding such Accounts Receivable. Buyer shall not transfer or convey such Accounts Receivable to any other Person. Payment for the repurchase of any Accounts Receivable shall be made within ten (10) days following the transfer thereof to Seller. Buyer shall provide to the Seller any documents or information reasonably requested by the Seller in connection with the Seller's collection of any Accounts Receivable repurchased from Buyer.
Uncollectible Accounts Receivable. 28 SECTION 7.10 BILLS AND PAYMENTS RECEIVED AFTER CLOSING...........29 SECTION 7.11
Uncollectible Accounts Receivable. At the Closing, Seller shall deliver to the Purchaser the Accounts Receivable Schedule, which shall show the Accounts Receivable of the Business as of the Closing Date, along with a breakdown of all invoiced Accounts Receivable and all accrued Accounts Receivable that have not been invoiced.
Uncollectible Accounts Receivable. Seller, jointly and severally, will indemnify Purchaser for 75% of any accounts receivable included in the Acquisition Assets (other than the Past Due Receivables) that Purchaser, using its reasonable efforts, is unable to collect within 180 days after the Closing Date. The Seller shall indemnify the Purchaser for the remaining 25% of the account receivables including in the Acquisition Assets (other than the Past Due Receivables) that Purchaser, using its reasonable efforts, is unable to collect within one year after the Closing Date. Seller shall pay Purchaser pursuant to Seller's obligations under this SECTION 7.9 within 30 business days after written notice from Purchaser of the amount Seller owes Purchaser pursuant to this SECTION 7.9. After receipt of payment from Seller for the full amount for any Uncollectible Accounts Receivable, Purchaser shall assign the rights and interests to such Uncollectible Accounts Receivable to Seller.
Uncollectible Accounts Receivable. 9.7.1. Following the Closing, Buyer shall, and shall cause the Company and its Subsidiaries to, (a) use commercially reasonable efforts to collect all of the Accounts Receivable of the Company and its Subsidiaries as of the Closing Date (the “Closing Date Accounts Receivable”); and (b) apply payments received from each customer of the Business first to the Closing Date Accounts Receivable of such customer (to the extent that such customer had a Closing Date Accounts Receivable) except to the extent that such customer is disputing all or any portion of such Closing Date Accounts Receivable.
Uncollectible Accounts Receivable. 58 13.5. Employment of SMS Division Employees.............................................................59 13.6. Maintenance and Support..........................................................................60 13.7. Marketing Agreements.............................................................................61 13.8. Xxxxxxx License..................................................................................62 13.9.
Uncollectible Accounts Receivable. At any time after the one hundred eightieth (180) day following the date of this Agreement (the “Record Date”), Purchaser may, but shall not be obligated to, notify Seller in writing as to which of the Accounts transferred to Purchaser pursuant to the terms of this Agreement are outstanding as of the Record Date (the “Delinquent Receivables”), and the amount outstanding at the Record Date with respect to each of such Delinquent Receivables (the “Outstanding Amount”). Except as set forth on Schedule 6.5, Purchaser shall have the right to offset and deduct pursuant to Section 7.4 of this Agreement the aggregate amount by which the total amount of Delinquent Receivables exceeds the amount of the accounts receivable reserve reflected on the Closing Balance Sheet, less any payments received by Purchaser after the Record Date on account of the Delinquent Receivables (net of the reasonable costs actually incurred in collecting such Delinquent Receivables).
Uncollectible Accounts Receivable. If any of the Accounts Receivable listed on Schedule 1.1(d) attached hereto is determined by Actel not to be collectible, Actel shall have the right to reduce and offset any future Earn-Out Payments earned by GateField pursuant to Section 2.2 hereof by the entire amount of such Account Receivable which is determined not to be collectible. Prior to offsetting any amount against the Earn-Out Payments, Actel shall notify GateField of the nature and amount of any such offset.
Uncollectible Accounts Receivable. Seller will indemnify Purchaser for the full amount of any accounts receivable included in the Acquisition Assets that Purchaser, using its Best Efforts, is unable to collect within 180 days after the end of the month during which such accounts receivable were accrued ("UNCOLLECTIBLE ACCOUNTS RECEIVABLE"). Seller shall pay Purchaser pursuant to Seller's obligations under this SECTION 7.9 within ten (10) business days after written notice from Purchaser of the amount Seller owes Purchaser pursuant to this SECTION 7.9. After receipt of payment from Seller for the full amount for any Uncollectible Accounts Receivable, Purchaser shall assign the rights and interests to such Uncollectible Accounts Receivable to Seller.
Uncollectible Accounts Receivable. In the event that any Seller Party makes any indemnification payment pursuant to Section 11 hereof with respect to any uncollected Accounts Receivable, the Buyer shall promptly assign such Account Receivable to the Seller, and the Seller shall thereafter be entitled to take such reasonable actions as it may deem advisable in order to collect such Account Receivable.
