Common use of Collection of Accounts Receivable Clause in Contracts

Collection of Accounts Receivable. At the Closing, the Seller shall deliver to the Purchaser a complete and correct list of the Seller's Total Receivables (the "Total Receivables List") as of the close of business on the day immediately preceding the Closing Date specifying the age of each of the Accounts Receivable, the amount due, name and address of each account debtor on the Total Receivables List (the "Total Account Debtors"). In the event that the Value of the Accounts Receivable shall be less than the Value of the Total Receivables pursuant to Section 1.3.3 hereof, the Seller shall, in addition to the Total Receivables List, deliver to the Purchaser at the Closing a list of all Accounts Receivable to be sold, assigned, transferred and delivered to the Purchaser at the Closing (the "Accounts Receivable List"), specifying the age of each of the Accounts Receivable, the amount due, name and address of each account debtor on the Accounts Receivable List (the "Account Debtors"). Promptly after the Closing, the Seller and the Purchaser shall notify all Total Account Debtors or the Account Debtors, as the case may be, by notice that the Purchaser has purchased the Seller's Accounts Receivable, and shall direct all Account Debtors or Total Account Debtors, as the case may be, to remit directly to the Purchaser payment of all outstanding amounts represented by the Accounts Receivable. The Seller and the Stockholders, jointly and severally, shall remit promptly to the Purchaser in full the amount of any and all payments received by any of them in respect of the Accounts Receivable, without any diminution, offset, deduction or discount.

Appears in 4 contracts

Samples: Assets Purchase Agreement (Acadia National Health Systems Inc), Assets Purchase Agreement (Acadia National Health Systems Inc), Assets Purchase Agreement (Acadia National Health Systems Inc)

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Collection of Accounts Receivable. At the Closing, the Seller shall deliver will turn over to the Purchaser a complete and correct list Buyers, for collection only, the accounts receivable of the Seller's Total Receivables (Station owing to the "Total Receivables List") Seller as of the close of business on the day immediately preceding Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on the Closing Date specifying or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in the age ordinary course of business (but without responsibility to institute legal or collection proceedings) to collect such accounts receivable during the 120-day period following the Closing Date, and will remit all payments received on such accounts during each of the Accounts Receivable, the amount due, name and address of each account debtor calendar month during this 120-day period on the Total Receivables List one hundred twentieth (120th) day together with an accounting of all payments received within such period. The Buyers shall have the "Total Account Debtors")sole right to collect such accounts receivable during such one hundred twenty (120) day period. In the event the Buyers receive monies during the 120-day period following the Closing Date from an advertiser who, after the Closing Date, is advertising over any of the Station, and that advertiser was included among the accounts receivable as of the Closing Date, the Buyer shall apply said monies to the oldest outstanding balance due on the particular account, except in the case of a "disputed" account receivable. For purposes of this Section 6(d), a "disputed" account receivable means one which the account debtor refuses to pay because he asserts that the Value money is not owed or the amount is incorrect. In the case of such a disputed account, the Buyers shall immediately return the account to the Seller prior to expiration of the Accounts Receivable 120-day period following the Closing Date. If the Buyers return a disputed account to the Seller, the Buyers shall be less than have no further responsibility for its collection and may accept payment from the Value account debtor for advertising carried on any of the Total Receivables pursuant to Section 1.3.3 hereofStation after the Closing Date. At the end of the 120-day period following the Closing Date, the Seller shall, in addition Buyers will turn back to the Total Receivables List, deliver Seller all of the accounts receivable of the Station as of the Closing Date owing to the Purchaser at Seller which have not yet been collected, and the Buyers will thereafter have no further responsibility with respect to the collection of such receivables. During the 120-day period following the Closing a list of all Accounts Receivable to be soldDate, assigned, transferred and delivered the Buyers shall afford the Seller reasonable access to the Purchaser at accounts receivable "aging list." The Seller acknowledges and agrees that the Closing (Buyers are acting as its collection agent hereunder for the "Accounts Receivable List"), specifying the age sole benefit of each of the Accounts Receivable, the amount due, name and address of each account debtor on the Accounts Receivable List (the "Account Debtors"). Promptly after the Closing, the Seller and that Buyers have accepted such responsibility for the Purchaser shall notify all Total Account Debtors or the Account Debtors, as the case may be, by notice that the Purchaser has purchased accommodation of the Seller's Accounts Receivable, and . The Buyer shall direct all Account Debtors or Total Account Debtors, not have any duty to inquire as the case may be, to remit directly to the Purchaser payment form, manner of all outstanding amounts represented by execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall the Accounts ReceivableBuyers have any duty to inquire as to the identity, authority or rights of the persons who executed the same. The Seller shall indemnify Buyers and hold them harmless from and against any judgments, expenses (including attorney's fees) costs or liabilities which the Stockholders, jointly and severally, shall remit promptly to the Purchaser in full the amount Buyers may incur or sustain as a result of any and all payments received or by any reason of them in respect of the Accounts Receivable, without any diminution, offset, deduction or discountsuch collection efforts.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc)

Collection of Accounts Receivable. At the Closing, the Seller shall deliver will turn over to the Purchaser a complete and correct list Buyers, for collection only, the accounts receivable of the Seller's Total Receivables (Stations owing to the "Total Receivables List") Seller as of the close of business on the day immediately preceding before the Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on the Closing Date specifying or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in the age ordinary course of each of business (but without responsibility to institute legal or collection proceedings) to collect such accounts receivable during the Accounts Receivable120-day period following the Closing Date, the amount due, name and address of each account debtor will remit all payments received on such accounts during this 120-day period on the Total Receivables List one hundred twentieth (120th) day together with an accounting of all payments received within such period. The Buyers shall have the "Total Account Debtors")sole right to collect such accounts receivable during such one hundred twenty (120) day period. In the event the Buyers receive monies during the 120-day period following the Closing Date from an advertiser who, after the Closing Date, is advertising on the Stations, and that advertiser was included among the accounts receivable as of the Closing Date, the Buyers shall apply said monies to the oldest outstanding balance due on the particular account, except in the case of a "disputed" account receivable. For purposes of this Section 6(d), a "disputed" account receivable means one which the account debtor refuses to pay because he asserts that the Value money is not owed or the amount is incorrect. In the case of such a disputed account, the Buyers shall immediately return the account to the Seller prior to expiration of the Accounts Receivable 120-day period following the Closing Date. If the Buyers return a disputed account to the Seller, the Buyers shall be less than have no further responsibility for its collection and may accept payment from the Value account debtor for advertising carried on the Stations after the Closing Date. At the end of the Total Receivables pursuant to Section 1.3.3 hereof120-day period following the Closing Date, the Seller shall, in addition Buyers will turn back to the Total Receivables List, deliver Seller all of the accounts receivable of the Stations as of the Closing Date owing to the Purchaser at Seller which have not yet been collected, and the Buyers will thereafter have no further responsibility with respect to the collection of such receivables. During the 120-day period following the Closing a list of all Accounts Receivable to be soldDate, assigned, transferred and delivered the Buyers shall afford the Seller reasonable access to the Purchaser at accounts receivable "aging list." The Seller acknowledges and agrees that the Closing (Buyers are acting as collection agent hereunder for the "Accounts Receivable List"), specifying the age sole benefit of each of the Accounts Receivable, the amount due, name and address of each account debtor on the Accounts Receivable List (the "Account Debtors"). Promptly after the Closing, the Seller and that Buyers have accepted such responsibility for the Purchaser shall notify all Total Account Debtors or the Account Debtors, as the case may be, by notice that the Purchaser has purchased accommodation of the Seller's Accounts Receivable, and . The Buyers shall direct all Account Debtors or Total Account Debtors, not have any duty to inquire as the case may be, to remit directly to the Purchaser payment form, manner of all outstanding amounts represented by execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall the Accounts ReceivableBuyers have any duty to inquire as to the identity, authority or rights of the persons who executed the same. The Seller shall indemnify Buyers and hold them harmless from and against any judgments, expenses (including attorney's fees) costs or liabilities which the Stockholders, jointly and severally, shall remit promptly to the Purchaser in full the amount Buyers may incur or sustain as a result of any and all payments received or by any reason of them in respect of the Accounts Receivable, without any diminution, offset, deduction or discountsuch collection efforts.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc)

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Collection of Accounts Receivable. At the After Closing, Perrigo will retain the Seller shall deliver right and authority to the Purchaser collect all Receivables which constitute a complete and correct list part of the Seller's Total Purchased Assets. In lieu of Perrigo being required to separate collection of the Receivables from collection of other Perrigo receivables, Perrigo will pay Buyer the Receivables as follows: sixty percent (60%) of the total amount of Receivables, net of reserves, in the amount of $26,223,000, which represents the Receivables (such total amount hereinafter referred to as the "Total Receivables ListReceivable Amount") as ), net of the close of business Estimated Paid Assumed Liabilities, shall be paid to Buyer on the day immediately preceding following the date of the Closing; twenty percent (20%) of the Receivable Amount shall be paid to Buyer on the twentieth (20th) day following the Closing Date specifying the age of each Date; and twenty percent (20%) of the Accounts Receivable, the amount due, name and address of each account debtor Receivable Amount shall be paid to Buyer on the Total Receivables List twenty fifth (25th) day following the "Total Account Debtors")Closing Date. The amounts indicated above shall be paid without any adjustment to reflect actual collection of the Receivables. In addition, Sellers shall, within seventy-two (72) hours transfer to Buyer any cash or other property that Sellers may receive after the event that the Value date of the Accounts Receivable shall be less than the Value of the Total Receivables pursuant to Section 1.3.3 hereof, the Seller shall, in addition to the Total Receivables List, deliver to the Purchaser at the Closing a list of all Accounts Receivable to be sold, assigned, transferred and delivered to the Purchaser at the Closing (the "Accounts Receivable List"), specifying the age of each of the Accounts Receivable, the amount due, name and address of each account debtor on the Accounts Receivable List (the "Account Debtors"). Promptly after the Closing, the Seller and the Purchaser shall notify all Total Account Debtors or the Account Debtors, as the case may be, by notice that the Purchaser has purchased the Seller's Accounts Receivable, and shall direct all Account Debtors or Total Account Debtors, as the case may be, to remit directly to the Purchaser payment of all outstanding amounts represented by the Accounts Receivable. The Seller and the Stockholders, jointly and severally, shall remit promptly to the Purchaser in full the amount of any and all payments received by any of them in respect of any deposit, prepaid expense, claim, contract, license, lease, commitment, sales order, purchase order, or receivable of any character, in each case constituting a part of the Accounts ReceivablePurchased Assets, without or any diminutionother item included in the Purchased Assets. Buyer shall, offsetwithin seventy-two (72) hours, deduction transfer or discountdeliver to Sellers -42- 48 any cash or other property that Buyer may receive after the date of the Closing in respect of any asset of Sellers not constituting a part of the Purchased Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Perrigo Co)

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