Accounts Receivable Certificate definition

Accounts Receivable Certificate shall have the meaning set forth in Section 1.4.2(a) of this Agreement.
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Accounts Receivable Certificate shall have the meaning set forth in Section 1.5(b)(i).
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Accounts Receivable Certificate has the meaning set forth in Subsection 4.3(b).
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Examples of Accounts Receivable Certificate in a sentence

  • Seller shall also deliver to Buyer, as a portion of the records to be transferred to Buyer at Seller's place of business, records indicating the address of each such account debtor and the dates on which all shipments to such account debtor were made prior to the date of Seller's Accounts Receivable Certificate for which full payment has not been received.

  • Seller shall furnish to Buyer at the Closing, as Schedule 8.6, an Accounts Receivable Certificate signed by Seller's President or Treasurer, which Certificate shall be a complete schedule of all of Seller's accounts receivable dated no earlier than seven (7) days prior to the Closing, describing, in the case of each account debtor, the name of the account debtor, the amounts owed and the agings of the account.

  • Not less than one (1) Business Day prior to the Closing Date, Parent and Buyer shall have received from the Company the final Current Accounts Receivable Certificate pursuant to Section 8.17.

  • Its: CFO ---------------------- ---------------------- RIDER B to LOAN AND SECURITY AGREEMENT REQUEST FOR ADVANCE (ACCOUNTS REVOLVING LOAN) Attach a copy of the Bank's current form of Accounts Receivable Certificate and Loan Application.

  • The Accounts Receivable Certificate has also included a schedule containing the relevant details of all unbilled accounts receivable (“Unbilled Accounts Receivable”), including amount, client names, aging and period to which such Unbilled Accounts Receivable relate.

  • Form of Monthly Eligible Accounts Receivable Certificate For the Month Ended ______________________________ in 000,000's (Millions) USD Passenger Related A/R Trade A/R Other Total A/R Visa / MC Other CC Domestic Travel Agency (net) Int'l Travel Agency (net) BARTS UATP Trade/ Sourcing/ Charter EPSILON Notes / Interest Gross 0.0 Less ineligibles Past due balances 0.0 Foreign Receivables 0.0 Credit in Prior 0.0 Intercompany 0.0 Owed from other airlines (contra) 0.0 Unapplied Pmts 0.0 Unearned Revenue 0.0 Est.

  • On the Closing Date, Netzee shall execute and deliver to Certegy a certificate ("Accounts Receivable Certificate") in the form attached to this Agreement as Schedule 4.3(b).

  • The Accounts Receivable Certificate shall set forth the total outstanding balance of all Accounts Receivable in existence for the Business as of the Closing Date ("Closing Date Accounts Receivable") and the name of the account debtor thereon.

  • The Accounts Receivable to be purchased by NewCo under the Asset Purchase Agreement, include those to be specified on the Representative Accounts Receivable Certificate, represent valid obligations of actual indebtedness incurred by the applicable Supplier or Representative, as the case may be, arising from actual indebtedness incurred in the Ordinary Course of Business and are not subject to any Encumbrance.

  • On the second business day after the receipt by the Escrow Agent of a certificate of Purchaser in substantially the form of Annex VIII attached hereto (an "Accounts Receivable Certificate"), the Escrow Agent shall deliver to Purchaser, a certificate evidencing that number of whole Escrow Shares (ignoring fractions) equal to the quotient obtained by dividing the amount set forth on the Accounts Receivable Certificate by the Per Share Price, calculated as of the date of the Accounts Receivable Certificate.

Related to Accounts Receivable Certificate

  • Eligible Accounts Receivable means Accounts, Instruments, Documents, Chattel Paper, Contracts, and General Intangibles from customers of Borrowers or any Approved Subsidiary in which Bank has a perfected first priority security interest subject to Bank's credit approvals thereof other than the following: (i) Accounts which remain unpaid ninety (90) days after the date of the applicable invoice; (ii) Accounts with respect to which the Account Debtor is an Affiliate of any of the Borrowers, or a director, officer or employee of any of the Borrowers; (iii) Accounts with respect to which the Account Debtor is the United States of America or any department, agency or instrumentality thereof, unless filings in accordance with the Assignment of Claims Act have been completed and filed in a manner satisfactory to the Agent or, as to any government contract entered into after the date of this Agreement, concurrently with the execution and delivery of that government contract; (iv) Accounts with respect to which the Account Debtor is not a resident of the United States or Canada except if such Accounts (1) are secured by irrevocable trade letter(s) of credit in form and content acceptable to Bank and confirmed by a United States financial institution acceptable to Bank, (2) are secured by standby letters of credit with an expiration of date of at least one hundred twenty (120) days from the date of shipment confirmed by United States Bank acceptable to Bank and otherwise in form and content acceptable to Bank, or (3) are insured by a company acceptable to Bank, which insurance covers business and political risk; (v) Accounts arising with respect to goods which have not been shipped and delivered to and accepted as satisfactory by the Account Debtor or arising with respect to services which have not been fully performed and accepted as satisfactory by the Account Debtor; (vi) Accounts for which the prospect of payment in full or performance in a timely manner by the Account Debtor is or is likely to become impaired as determined by the Bank in its reasonable discretion; (vii) Accounts which are not invoiced (and dated as of the date of such invoice) and sent to the Account Debtor within fifteen (15) days after delivery of the underlying goods to, or performance of the underlying services for, the Account Debtor; (viii) Accounts with respect to which Bank does not have a first and valid fully perfected security interest; (ix) Accounts with respect to which the Account Debtor is the subject of bankruptcy or a similar insolvency proceeding or has made an assignment for the benefit of creditors or whose assets have been conveyed to a receiver or trustee, except if Bank is delivered evidence acceptable to Bank as to the collectability in the normal course of business of such Accounts; (x) Accounts with respect to which the Account Debtor's obligation to pay the Account is conditional upon the Account Debtor's approval or is otherwise subject to any repurchase obligation or return right, as with sales made on a xxxx-and-hold, guaranteed sale, sale-and-return, sale on approval (except with respect to Accounts in connection with which Account Debtors are entitled to return Inventory solely on the basis on the quality of such Inventory) or consignment basis; (xi) Accounts with respect to which the Account Debtor is located in Minnesota unless the applicable Borrower has filed a Notice of Business Activities Report with the Secretary of State of Minnesota for the then current year; (xiv) all Accounts of any Account Debtor if twenty-five percent (25.0%) or more of all Accounts of such Account Debtor have ceased to be Eligible Accounts Receivable; and (xii) Accounts with respect to which the Account Debtors are residents of Canada to the extent the aggregate sum exceeds $750,000.00. The approvals of Account Debtors and Accounts shall be for Bank purposes only and shall not constitute any representation by Bank as to the credit worthiness of any such Account Debtor or the advisability or profitability of doing business with such Account Debtor.

  • Accounts Receivable means in respect of any Person, (a) all trade accounts and notes receivable and other rights to payment from customers and all security for such accounts or rights to payment, including all trade accounts receivable representing amounts receivable in respect of goods shipped or products sold or otherwise disposed of or services rendered to customers, (b) all other accounts and notes receivable and all security for such accounts or notes, and (c) any claim, remedy or other right relating to any of the foregoing.

  • Applicable Certificate Has the meaning specified in Section 1.01 of this Trust Supplement.

  • Eligible Account Receivable means an Account Receivable owing to the Company or any Domestic Subsidiary which meets the following requirements:

  • Excluded Receivables means, as of any date of determination, all accounts receivable referred to in Item 1 of Schedule 7.01.

  • Accounts Receivable Subsidiary means any Wholly Owned Subsidiary of the Company (i) which is formed solely for the purpose of, and which engages in no activities other than activities in connection with, financing accounts receivable of the Company and/or its Restricted Subsidiaries, (ii) which is designated by the Company as an Accounts Receivables Subsidiary pursuant to an Officers' Certificate delivered to the Trustee, (iii) no portion of Indebtedness or any other obligation (contingent or otherwise) of which is at any time recourse to or obligates the Company or any Restricted Subsidiary in any way, or subjects any property or asset of the Company or any Restricted Subsidiary, directly or indirectly, contingently or otherwise, to the satisfaction thereof, other than pursuant to (1) representations, warranties and covenants (or, any indemnity with respect to such representations, warranties and covenants) entered into in the ordinary course of business in connection with the sale (including a sale in exchange for a promissory note of or Equity Interest in such Accounts Receivable Subsidiary) of accounts receivable to such Accounts Receivable Subsidiary or (2) any Guarantee of any such accounts receivable financing by the Company or any Restricted Subsidiary that is permitted to be incurred pursuant to Section 4.06 and Section 4.07, (iv) with which neither the Company nor any Restricted Subsidiary of the Company has any contract, agreement, arrangement or understanding other than contracts, agreements, arrangements and understandings entered into in the ordinary course of business in connection with the sale (including a sale in exchange for a promissory note of or Equity Interest in such Accounts Receivable Subsidiary) of accounts receivable in accordance with Section 4.16 and fees payable in the ordinary course of business in connection with servicing accounts receivable and (v) with respect to which neither the Company nor any Restricted Subsidiary of the Company has any obligation (a) to subscribe for additional shares of Capital Stock or other Equity Interests therein or make any additional capital contribution or similar payment or transfer thereto other than in connection with the sale (including a sale in exchange for a promissory note of or Equity Interest in such Accounts Receivable Subsidiary) of accounts receivable to such Accounts Receivable Subsidiary in accordance with Section 4.16 or (b) to maintain or preserve the solvency, any balance sheet term, financial condition, level of income or results of operations thereof.

  • Amounts receivable by the Trust in a foreign currency shall be reported to the Evaluator who shall convert the same to U.S. dollars based on current exchange rates, in the same manner as provided in Section 4.01(b) or 4.01(c), as applicable, for the conversion of the valuation of foreign Equity Securities, and the Evaluator shall report such conversion with each Evaluation made pursuant to Section 4.01."

  • Net Amount of Eligible Accounts means the gross amount of Eligible Accounts less (a) sales, excise or similar taxes included in the amount thereof and (b) returns, discounts, claims, credits and allowances of any nature at any time issued, owing, granted, outstanding, available or claimed with respect thereto.

  • Credit Card Receivables means each “payment intangible” (as defined in the UCC) together with all income, payments and proceeds thereof, owed by a Credit Card Issuer or Credit Card Processor to a Loan Party resulting from charges by a customer of a Loan Party on credit or debit cards issued by such Credit Card Issuer in connection with the sale of goods by a Loan Party, or services performed by a Loan Party, in each case in the ordinary course of its business.

  • Eligible Receivables means and include with respect to each Borrower, each Receivable of such Borrower arising in the Ordinary Course of Business and which Agent, in its sole credit judgment, shall deem to be an Eligible Receivable, based on such considerations as Agent may from time to time deem appropriate. A Receivable shall not be deemed eligible unless such Receivable is subject to Agent’s first priority perfected security interest and no other Lien (other than Permitted Encumbrances), and is evidenced by an invoice or other documentary evidence satisfactory to Agent. In addition, no Receivable shall be an Eligible Receivable if:

  • Collection Accounts As defined in Section 3.10(a).

  • Finance Charge Receivables means Receivables created in respect of periodic finance charges, late fees, returned check fees and all other similar fees and charges billed or accrued and unpaid on an Account.

  • Ineligible Receivables shall have the meaning specified in subsection 2.05(a).

  • Account Receivable means, with respect to any Person, any and all rights of such Person to payment for goods sold and/or services rendered, including accounts, general intangibles and any and all such rights evidenced by chattel paper, instruments or documents, whether due or to become due and whether or not earned by performance, and whether now or hereafter acquired or arising in the future, and any proceeds arising therefrom or relating thereto.

  • Certificate Payment Account means the account established and maintained as such pursuant to Section 4.1(c).

  • Certificate Account Deposit Date As to any Distribution Date, the Business Day prior thereto.

  • Subsequent Receivables means the Receivables transferred to the Issuer pursuant to Section 2.2, which shall be listed on Schedule A to the related Subsequent Transfer Agreement.

  • Subject Receivables has the meaning assigned to such term in the Asset Representations Review Agreement.

  • Principal Receivables means all Receivables other than Finance Charge Receivables.

  • Ineligible Account means an Account that at the time of determination is not an Eligible Account.

  • Distribution Account Deposit Date As to any Distribution Date, 12:30 p.m. Pacific time on the Business Day immediately preceding such Distribution Date.

  • Servicing Accounts The account or accounts created and maintained pursuant to Section 3.08.

  • Class A-AB Certificate Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating Agent in substantially the form set forth in Exhibit A-5 hereto.

  • Allocation Certificate shall have the meaning set forth in Section 5.20.