Eligible Accounts Receivable means or “Eligible Account” means the amount of an account existing as of the date hereof or arising in the ordinary course of the Borrower’s business owing to the Borrower (excluding sales or other taxes) from a party (the “Account Debtor”) which conforms with all warranties of the Borrower contained herein and which meets all the following requirements until it is collected in full: (a) the account is not more than 90 days from the date of the original invoice therefor; (b) the account arose from the Borrower’s completed performance of a sale of goods and/or related services, is not a “rebilling” of such account, all such goods having been lawfully shipped and invoiced to the Account Debtor, and upon the Bank’s request, copies of all invoices, together with all shipping documents and delivery receipts evidencing such shipment having been delivered to the Bank; (c) the account does not arise from a contract with the United States Government or from a consumer transaction; (d) except in the normal course of business, the account is not subject to any prior assignment, claim, lien, security interest, setoff, credit, contra account, allowance, adjustment, levy, return of goods, or discount; (e) the account did not arise from a transaction with a person, corporation or entity affiliated with the Borrower; (f) the account does not, when added to all other accounts of the Account Debtor with the Borrower, produce an aggregate indebtedness from the Account Debtor of more than 20% of the total of all the Borrower’s Eligible Accounts Receivable; (g) the Borrower has not received notice of bankruptcy or insolvency of the Account Debtor; (h) the account is not evidenced by any chattel paper, promissory note, payment instrument or written agreement; (j) the account does not arise from an Account Debtor whose mailing address or executive office is located outside the United States; (k) the account does not arise from an Account Debtor who has more than 50% of its accounts receivable with the Borrower due and owing for more than ninety (90) days from their due dates; (l) the Bank has not notified the Borrower that the account or the Account Debtor is unsatisfactory or unacceptable (although the Bank reserves the right to do so in its sole discretion at any time); and (m) the account is not part of a bonded transaction.
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:
Net Receivables Pool Balance means, at any time: (a) the Outstanding Balance of Eligible Receivables then in the Receivables Pool minus (b) the Excess Concentration.
Subject Receivables means, for any Asset Representations Review, all Receivables outstanding and held by the Issuer that are more than 60 days delinquent as of the first day on which the Review Conditions are satisfied.
Gross Asset Value means, with respect to any asset, the asset's adjusted basis for federal income tax purposes, except as follows: