Eligible Accounts Receivable definition
Eligible Accounts Receivable means, at any time, the invoice value of Canadian Dollar and U.S. Dollar Accounts Receivable (net of all goods and services Taxes, harmonized sales Taxes and other sales Taxes and net of any credit balance, returns, trade discounts, unapplied cash, unbilled amount or retention or finance charges) owing to the Restricted Parties (or any of them) arising under any sales of Inventory from the operation of the business of the Restricted Parties made by the Restricted Parties to any Person in the ordinary course of business, which invoice value shall be periodically reported to the Lender in the form of Schedule “B” to be delivered (i) at the time of each Drawdown during the Covenant Holiday Period, if at the time of such Drawdown there is no principal amount outstanding under any Prime Rate Loans, Base Rate Loans, CDOR Loans, and there are no outstanding Bankers’ Acceptances or Letters of Credit (other than Letters of Credit issued under the Credit Facility that are fully secured with cash collateral provided by a Restricted Party to the Lender), and (ii) within fifteen days after the end of each calendar month during the Covenant Holiday Period, if during such month any Prime Rate Loans, Base Rate Loans, CDOR Loans, Bankers’ Acceptances or Letters of Credit (other than Letters of Credit issued under the Credit Facility that are fully secured with cash collateral provided by a Restricted Party to the Lender) are outstanding; provided that no Account Receivable shall be deemed an Eligible Account Receivable unless each of the following statements is accurate and complete (and by including such Account Receivable in any calculation of the Borrowing Base, the Borrower shall be deemed to represent and warrant to the Lender the accuracy and completeness of such statements):
Eligible Accounts Receivable means, as of any date of determination thereof, Accounts Receivables that satisfy the following criteria at the time of creation and continue to meet the same at the time of such determination: such Accounts Receivable (i) has been earned by performance and represents the bona fide amounts due to a Loan Party from an Account Debtor, and in each case originated in the ordinary course of business of such Loan Party, and (ii) in each case is not ineligible for inclusion in the calculation of the Borrowing Base pursuant to any of clauses (a) through (cc) below as determined by the Administrative Agent in its Permitted Discretion. Without limiting the foregoing, to qualify as an Eligible Accounts Receivable, an Accounts Receivable shall indicate no Person other than a Loan Party or an Affiliate of a Loan Party as payee or remittance party. In determining the amount to be so included, the face amount of an Account shall be reduced by, without duplication, to the extent not reflected in such face amount, (i) the amount of all accrued and actual discounts, claims, credits or credits pending, promotional program allowances, price adjustments, finance charges or other allowances (including any amount that a Loan Party may be obligated to rebate to a customer pursuant to the terms of any agreement or understanding (written or oral)) and (ii) the aggregate amount of all cash received in respect of such Accounts Receivable but not yet applied by the Loan Parties to reduce the amount of such Eligible Accounts Receivables. Any Accounts Receivables included within any of the following categories shall not constitute an Eligible Accounts Receivable:
Eligible Accounts Receivable means the accounts receivables (net of any reserves and allowances for doubtful accounts in accordance with GAAP) of any Person that are not more than 60 days past their due date and that were entered into in the ordinary course of business on normal payment terms as shown on the most recent consolidated balance sheet of such Person filed with the Commission, all in accordance with GAAP.
Examples of Eligible Accounts Receivable in a sentence
For purposes of this Agreement, the term “Accounts” shall mean all present and future Eligible Accounts Receivable, whether of the Grantor or of any shareholder or employee of the Grantor.
In order to secure the payments and disbursements to VRC under this Article 7, the Practice hereby assigns to VRC as absolute owner, and VRC hereby accepts from the Practice, all of the Eligible Accounts Receivable (as defined below) of the Practice now existing or hereafter rising in accordance with the terms and provisions of Exhibit 7.4 attached hereto, the contents of which are incorporated herein by this reference.
The Borrowing Base shall be an amount equal to: 100% of Eligible Accounts Receivable and 100% of Eligible Inventory, (as such terms are defined in the Prepetition Credit Agreement), as determined in the manner set forth in the Borrowing Base Certificate, attached hereto as Exhibit C.
General criteria for Eligible Accounts Receivable may be established and revised from time to time by the Agent.
In determining whether to reduce the lending formula, the Agent may consider events, conditions, contingencies or risks which are also considered in determining Eligible Accounts Receivable.
More Definitions of Eligible Accounts Receivable
Eligible Accounts Receivable means, as of any date of determination, and without duplication, the aggregate book value of all accounts receivable, receivables, and obligations for payment created or arising from the sale or shipment (if such shipment is pursuant to a purchase order to Varsity Spirit Corporation or All American Sports Corporation) of inventory or the rendering of services in the ordinary course of business (collectively, the "Receivables"), owned by or owing to the Credit Parties and in which the Lenders have a first priority perfected security interest, net of any service charges included in such aggregate value and sales adjustments consistent with a Credit Party's internal policies and in any event in accordance with GAAP, but excluding in any event (i) Receivables subject to any Lien, other than any Lien described in clauses (a) through (d) of the definition of Permitted Liens, (ii) Receivables which are (A) if owing to a Credit Party other than Varsity Spirit Corporation, more than 90 days past due and (B) if owing to Varsity Spirit Corporation, more than 120 days past due; it being understood that, for purposes of this clause (ii), any Receivables owing from schools which are stated to have a due date between April 1 and October 1 of any year shall be deemed to have a due date of October 1 of such year, and Receivables supported by a valid, existing and enforceable irrevocable letter of credit or performance bond acceptable to the Agents shall not be deemed to have a due date, (iii) Receivables evidenced by notes, chattel paper or other instruments, unless such notes, chattel paper or instruments have been delivered to and are in the possession of the Collateral Agent, (iv) Receivables owing by an account debtor which is subject to any bankruptcy or insolvency proceeding of any kind, (v) Receivables owing by an account debtor located outside of the United States or Canada (unless (A) payment for the goods shipped is secured by an irrevocable letter of credit or (B) export insurance is obtained, in each case in a form and from an institution acceptable to the Agents), (vi) Receivables which are contingent or subject to offset, deduction, counterclaim, dispute or other defense to payment, in each case to the extent of such offset, deduction, counterclaim, dispute or other defense, (vii) Receivables for which any direct or indirect Subsidiary of the Borrower or any Affiliate of the Borrower is the account debtor, (viii) Receivables representing a sale to the governm...
Eligible Accounts Receivable means all unpaid Accounts, net of any credits, except that the following shall not in any event be deemed Eligible Accounts Receivable:
Eligible Accounts Receivable means all accounts receivable of the Borrower except those which are:
Eligible Accounts Receivable means consolidated accounts receivable of the Partnership and its Restricted Subsidiaries that are no more than 60 days past due under their scheduled payment terms.
Eligible Accounts Receivable means, at any time, the Accounts of a Loan Party which the Agent determines in its Permitted Discretion are eligible as the basis for Credit Extensions hereunder. Without limiting the Agent’s discretion provided herein, Eligible Accounts Receivable shall not include any Account:
Eligible Accounts Receivable shall consist solely of trade accounts created in the ordinary course of Borrower's business, upon which Borrower's right to receive payment is absolute and not contingent upon the fulfillment of any condition whatsoever, and in which Bank has a perfected security interest of first priority, and shall not include:
Eligible Accounts Receivable means all of the Practice’s accounts, contract rights, and other rights to the payment of money arising out of the rendition of services or the sale of goods, other than accounts, contract rights, and other rights to payment of money payable directly from federal health care programs, including Medicare or state Medicaid programs.