Common use of Accounts Receivable; Accounts Payable Clause in Contracts

Accounts Receivable; Accounts Payable. (a) All accounts receivable relating to the Business, including all accounts receivable included in the Assets (i) have arisen from bona fide transactions in the ordinary course of the Business consistent with past practice, (ii) represent valid and enforceable obligations, (iii) is presently expected to be fully collected in the aggregate face amounts thereof when due without resort to litigation and without offset or counterclaim (subject to any reserve for bad debts reflected in the Financial Statements), and (iv) are owned by the Company free and clear of all Liens. No discount or allowance from any such receivable has been made or agreed to and none represents bxxxxxxx prior to actual sale of goods or provision of services other than in the ordinary course of business consistent with past practice and in a manner consistent with the applicable provisions of GAAP. There is no obligor of any such account receivable that has refused or, to the knowledge of the Company, threatened to refuse to pay its obligations for any reason and, to the knowledge of the Company, no such obligor has been declared bankrupt by a Court of competent jurisdiction or is subject to any bankruptcy proceeding. Schedule 7.18(a) sets forth a complete and accurate accounts receivable aging report as of the date hereof.

Accounts Receivable; Accounts Payable. (a) All accounts receivable relating to of the Business, including all accounts receivable included in the Assets Acquired Assets, (i) have arisen from bona fide transactions in the ordinary course of the Business business consistent with past practice, (ii) represent valid and enforceable obligations, (iii) is presently expected to be fully collected in the aggregate face amounts thereof when due without resort to litigation and are without offset or counterclaim (subject to any reserve for bad debts reflected in the Financial Statements)counterclaim, and (iv) are owned by the Company Seller free and clear of all Liens. No discount or allowance from any such receivable has been made or agreed to and none represents bxxxxxxx xxxxxxxx prior to actual sale of goods or provision of services other than in the ordinary course of business consistent with past practice and in a manner consistent with the applicable provisions of GAAPservices. There is no obligor of any such account receivable that has refused or, to the knowledge of the Company, or threatened to refuse to pay its obligations for any reason and, to the knowledge of the CompanySeller’s Knowledge, no such obligor has been declared bankrupt by a Court of competent jurisdiction or is subject to any bankruptcy proceeding. Section 3.21(a) of the Disclosure Schedule 7.18(a) sets forth a complete and accurate accounts receivable aging report dated within five (5) days as of the date hereof.