Common use of Collection of Accounts Receivable Clause in Contracts

Collection of Accounts Receivable. On the date of delivery of the Preliminary Closing Balance Sheet, Amtech shall deliver to Intermec listings of the invoices and the unpaid amount of each and any other items making up the total billed accounts receivable included on the Preliminary Closing Balance Sheet. During the 180-day period following the Transfer Date (the "Collection Period"), Intermec shall (and shall cause the relevant members of TSG to) use the normal collection procedures used in the Business (but in no event shall any of them be obligated to file or perfect any liens or file or prosecute any suit as part of its collection effort) to collect all billed accounts, notes and drafts receivable which are legally due under the relevant contract and which will be included in the Final Closing Balance Sheet (the "Transfer Date Receivables"). For purposes of the foregoing sentence, "legally due under the relevant contract" means the amount billed excluding any retention permitted under such contract until the conditions of such retention are fulfilled. Any payments received by Intermec or French Subsidiary or any member of TSG from any person who is the account debtor on any of the Transfer Date Receivables (a "Customer") shall be applied as specified by the Customer, unless it is uncertain which invoice is being paid, in which case, payments shall be applied in the order of the oldest invoice first. Amtech shall promptly remit to Intermec any payments that it or any of the Remaining Amtech Subsidiaries may receive in respect of any of the Transfer Date Receivables. Intermec and French Subsidiary shall (and shall cause the relevant members of TSG to) make and keep detailed records of amounts collected in respect of the Transfer Date Receivables until such time as the "Uncollected Receivables" (as defined in paragraph (b) below) are assigned to Amtech pursuant to paragraph (b) below.

Collection of Accounts Receivable. On From and after the date Closing, Tildxx xxxll be entitled to retain and exercise all of delivery its rights in the Excluded Accounts Receivable. CRA shall be entitled to all payments in respect of the Preliminary Closing Balance SheetPurchased Assets (including the Purchased Accounts Receivable) and in that regard Tildxx xxxeby irrevocably constitutes and appoints CRA, Amtech from and after the Closing, its true and lawful attorney-in-fact, with full power of substitution, in its name, place and stead to endorse the name of Tildxx xx any checks and other remittances received as payments with respect to the Purchased Assets and to perform all other acts necessary or desirable to collect such payments. Tildxx xxxeby grants to CRA the full and irrevocable right, from and after the Closing, to use the current letterhead of Tildxx xx order to collect any payments with respect to the Purchased Assets. CRA shall provide reasonable assistance to Tildxx xx the processing of documentation related to the billing and collection of Excluded Accounts Receivable in the ordinary course of business. In no event will CRA have any obligation to pursue any non-routine activities with respect to any Excluded Account Receivable such as litigation or other enforcement action to collect it. In the event CRA or Tildxx xxxeives a payment from a client which the other is entitled to keep pursuant to the provisions of this Section 2.2.2, then the party receiving such payment shall promptly, within five days of the receipt of such payment, pay over such payment to the party entitled to keep the payment. In the event CRA or Tildxx xxxeives payment from a client and such payment does not reference a specific invoice number, then in that event the payment shall be deemed to apply to the longest outstanding unpaid invoice or invoices for such client. In addition to its obligations set forth above in this Section 2.2.2, Tildxx xxxees that it will, forthwith after receipt, transfer and deliver to Intermec listings CRA any property that Tildxx xxx receive in respect of the invoices and the unpaid amount of each and any other items making up the total billed accounts receivable included on the Preliminary Closing Balance Sheet. During the 180-day period following the Transfer Date (the "Collection Period"), Intermec shall (and shall cause the relevant members of TSG to) use the normal collection procedures used in the Business (but in no event shall any of them be obligated to file or perfect any liens or file or prosecute any suit as part of its collection effort) to collect all billed accounts, notes and drafts receivable which are legally due under the relevant contract and which will be included in the Final Closing Balance Sheet (the "Transfer Date Receivables"). For purposes of the foregoing sentence, "legally due under the relevant contract" means the amount billed excluding any retention permitted under such contract until the conditions of such retention are fulfilled. Any payments received by Intermec or French Subsidiary or any member of TSG from any person who is the account debtor on any of the Transfer Date Receivables (a "Customer") shall be applied as specified Purchased Assets and any mail or other documents received by the Customer, unless it is uncertain which invoice is being paid, in which case, payments shall be applied in the order of the oldest invoice first. Amtech shall promptly remit Tildxx xxxating to Intermec any payments that it or any of the Remaining Amtech Subsidiaries Purchased Assets or Assumed Liabilities transferred to CRA hereunder, such property, mail and documents to be delivered in the form and condition in which received, except for the opening of any envelope or package. CRA agrees that it will, forthwith after receipt, transfer and deliver to Tildxx xxx property that CRA may receive in respect of any of the Transfer Date Receivables. Intermec Excluded Assets and French Subsidiary shall (and shall cause the relevant members of TSG to) make and keep detailed records of amounts collected in respect any mail or other documents received by CRA relating to any of the Transfer Date Receivables until Excluded Assets, such time as property, mail and documents to be delivered in the form and condition in which received, except for the opening of any envelope or package. CRA hereby grants to Tildxx xxx full and irrevocable right to use the names "Uncollected ReceivablesTildxx" (as defined xxd "The Tildxx Xxxup" in paragraph (b) below) are assigned order to Amtech pursuant to paragraph (b) belowcollect the Excluded Accounts Receivable.

Collection of Accounts Receivable. On the date of delivery of the Preliminary Closing Balance Sheet, Amtech Buyer shall deliver use all commercially reasonable efforts to Intermec listings of the invoices and the unpaid amount of each and any other items making up the total billed accounts receivable included on the Preliminary Closing Balance Sheet. During the 180-day period following the Transfer Date (the "Collection Period"), Intermec shall (and shall cause the relevant members of TSG to) use the normal collection procedures used in the Business (but in no event shall any of them be obligated to file or perfect any liens or file or prosecute any suit as part of its collection effort) Company to collect all billed accounts, notes and drafts accounts receivable which are legally due under of the relevant contract and which will be included in Company set forth on the Final Closing Balance Sheet (“Closing Accounts Receivable”). In the "Transfer event that any Closing Accounts Receivable shall remain uncollected for a period of 120 days following the Closing Date, Buyer shall cause the Company to write-off such uncollected Closing Accounts Receivable (“Uncollected Accounts Receivable”), the Xxxxxxx Purchase Price shall be reduced on a dollar-for-dollar basis, and Xx. Xxxxxxx shall pay such deficiency to Buyer (such deficiency being, the “AR Adjustment Amounts”). All payments under this subsection will be made within 30 days after Closing Working Capital has been finally determined, and will bear interest from the Closing Date Receivables")through the date of payment at the rate of 6% per annum. In addition to any other rights available to Buyer, Buyer shall be entitled to claim such AR Adjustment Amounts under the terms of the Escrow Agreement, set-off such amount against any amounts owing to Xx. Xxxxxxx under Section 1.01 or otherwise be indemnified for such amount pursuant to Article VIII. Solely to the extent that Xx. Xxxxxxx has paid any AR Adjustment Amounts to the Company, or the Company has otherwise satisfied such amounts through the receipt of monies pursuant to the Escrow Agreement or set-off against other amounts owing to Xx. Xxxxxxx hereunder, the Company shall assign its rights to such Uncollected Accounts Receivable to the Seller Representative for purposes of allowing such Seller Representative to seek collection of such amounts for the benefit of the Sellers. For purposes of the foregoing sentenceapplying this Section, "legally due under the relevant contract" means the amount billed excluding any retention permitted under such contract until the conditions of such retention are fulfilled. Any payments received by Intermec or French Subsidiary or any member of TSG the Company from any person who is the account debtor on any of the Transfer Date Receivables (a "Customer") shall particular source will be applied as specified by to outstanding accounts for that source in chronological order beginning with the Customeroldest outstanding account for such source, unless it a payment is uncertain which invoice is being paid, in which case, payments shall clearly intended to be applied in the order of the oldest invoice first. Amtech shall promptly remit to Intermec any payments that it a specified account or any of the Remaining Amtech Subsidiaries may receive in respect of any of the Transfer Date Receivables. Intermec and French Subsidiary shall (and shall cause the relevant members of TSG to) make and keep detailed records of amounts collected in respect of the Transfer Date Receivables until such time as the "Uncollected Receivables" (as defined in paragraph (b) below) are assigned to Amtech pursuant to paragraph (b) belowobligation.

Collection of Accounts Receivable. On the date of delivery of the --------------------------------- Preliminary Closing Balance Sheet, Amtech shall deliver to Intermec listings of the invoices and the unpaid amount of each and any other items making up the total billed accounts receivable included on the Preliminary Closing Balance Sheet. During the 180-day period following the Transfer Date (the "Collection Period"), Intermec shall (and shall cause the relevant members of TSG to) use the normal collection procedures used in the Business (but in no event shall any of them be obligated to file or perfect any liens or file or prosecute any suit as part of its collection effort) to collect all billed accounts, notes and drafts receivable which are legally due under the relevant contract and which will be included in the Final Closing Balance Sheet (the "Transfer Date Receivables"). For purposes of the foregoing sentence, "legally due under the relevant contract" means the amount billed excluding any retention permitted under such contract until the conditions of such retention are fulfilled. Any payments received by Intermec or French Subsidiary or any member of TSG from any person who is the account debtor on any of the Transfer Date Receivables (a "Customer") shall be applied as specified by the Customer, unless it is uncertain which invoice is being paid, in which case, payments shall be applied in the order of the oldest invoice first. Amtech shall promptly remit to Intermec any payments that it or any of the Remaining Amtech Subsidiaries may receive in respect of any of the Transfer Date Receivables. Intermec and French Subsidiary shall (and shall cause the relevant members of TSG to) make and keep detailed records of amounts collected in respect of the Transfer Date Receivables until such time as the "Uncollected Receivables" (as defined in paragraph (b) below) are assigned to Amtech pursuant to paragraph (b) below.

Collection of Accounts Receivable. On Notwithstanding anything to the date contrary contained in this Agreement, for a period of delivery 90 days after the Closing Date, and thereafter upon receipt of such payments, the Preliminary Closing Balance SheetCompany shall forward to Purchaser on a weekly basis all payments that it receives on the Subscriber A/R, Amtech together with providing an accounting therefore, and Purchaser shall deliver forward to Intermec listings of the invoices and Company on a weekly basis all payments that it receives on the unpaid amount of each and any other items making up Retained A/R together with providing an accounting therefore. In the total billed event payor fails to specifically identify the accounts receivable included on the Preliminary Closing Balance Sheet. During the 180-day period following the Transfer Date (the "Collection Period")to which payment should be applied, Intermec shall (and shall cause the relevant members of TSG to) use the normal collection procedures used in the Business (but in no event shall any of them be obligated to file or perfect any liens or file or prosecute any suit as part of its collection effort) to collect all billed accounts, notes and drafts receivable which are legally due under the relevant contract and which will be included in the Final Closing Balance Sheet (the "Transfer Date Receivables"). For purposes of the foregoing sentence, "legally due under the relevant contract" means the amount billed excluding any retention permitted under such contract until the conditions of such retention are fulfilled. Any payments received by Intermec or French Subsidiary or any member of TSG from any person who is the account debtor on any of the Transfer Date Receivables (a "Customer") shall be applied as specified by the Customer, unless it is uncertain which invoice is being paid, in which case, payments shall be applied to the oldest remaining unpaid accounts receivable of such payor used in such calculation. If such payor subsequently identifies the account receivable to which such payment should have been applied, then the party who should have received such payment shall be reimbursed by the other party for the amount received by such other party, and the total payment shall be applied to the appropriate account receivable for purposes hereof. If any payor makes a payment and identifies an account receivable for which a payment has been applied pursuant to this Section 6.11, such payment shall be paid to the party to whom such account receivable is owed and applied to the remaining balance of such account receivable, if any, with the remainder to the oldest remaining unpaid accounts receivable of such payor, if any, and thereafter. Each party agrees that it shall in no way attempt to influence payors on the accounts receivable not to pay the Retained A/R or Subscriber A/R (as applicable) in lieu or in advance of the Subscriber A/R or Retained A/R (as applicable). Each party shall cooperate with the other party in communicating and making sure that payments on the Retained A/R and the Subscriber A/R are allocated to the correct invoice and paid to the proper party which obligation shall continue after the time period described in the order first sentence of the oldest invoice first. Amtech shall promptly remit to Intermec any payments that it or any of the Remaining Amtech Subsidiaries may receive in respect of any of the Transfer Date Receivables. Intermec and French Subsidiary shall (and shall cause the relevant members of TSG to) make and keep detailed records of amounts collected in respect of the Transfer Date Receivables until such time as the "Uncollected Receivables" (as defined in paragraph (b) below) are assigned to Amtech pursuant to paragraph (b) belowthis Section 6.11.

Collection of Accounts Receivable. On Following the date of delivery Commencement Time, DTN and the Merger Sub shall use their respective best efforts to collect any and all Accounts Receivable provided that DTN and Post-Merger WSC will not be required to use greater efforts than those employed by WSC prior to the Commencement Time. All collections from any Person who is a debtor with respect to an Account Receivable will be applied in the chronological order of the Preliminary Closing Balance Sheet, Amtech shall deliver to Intermec listings respective due dates of the invoices amounts owing by such Person to WSC, DTN and Post-Merger WSC (i.e., to the oldest unpaid amount of each and any other items making up the total billed accounts receivable included on the Preliminary Closing Balance Sheet. During the 180-day period following the Transfer Date (the "Collection Period"first), Intermec shall unless such Person indicates in writing that a payment is to be applied in another, specified manner (and shall cause the relevant members of TSG to) use the normal collection procedures used in which case such payment will be applied in the Business (but in no event shall manner specified). From the Commencement Time and through the eleven months after the Closing Date, none of DTN, Post-Merger WSC or ABRY will directly or indirectly encourage any such debtor to specify that any payment by such debtor to any of them be obligated applied in any manner other than in the chronological manner described above. In the event that DTN or Post-Merger WSC makes a claim for indemnification under Section 12F arising out of a breach of a representation or warranty set forth in Section 3I, to file or perfect the extent that any liens or file or prosecute any suit as part Accounts Receivable remain uncollected after eleven months following the Closing Date, DTN and the Merger Sub will assign to ABRY (for the benefit of its collection effortthe WSC Stockholders) the right to collect all billed accounts, notes such uncollected Accounts Receivable and drafts receivable which are legally due under to exercise all rights and remedies in connection thereto. DTN and the relevant contract and which Merger Sub promptly will be included in turn over to ABRY the Final Closing Balance Sheet (the "Transfer Date Receivables"). For purposes proceeds of the foregoing sentence, "legally due under the relevant contract" means the amount billed excluding any retention permitted under such contract until the conditions of such retention are fulfilled. Any payments received by Intermec or French Subsidiary or any member of TSG from any person who is the account debtor on any of the Transfer Date Receivables (a "Customer") shall be applied as specified by the Customer, unless it is uncertain which invoice is being paid, in which case, payments shall be applied in the order of the oldest invoice first. Amtech shall promptly remit to Intermec any payments that it or any of the Remaining Amtech Subsidiaries may receive in respect of any of the Transfer Date Receivables. Intermec and French Subsidiary shall (and shall cause the relevant members of TSG to) make and keep detailed records of amounts collected all collections in respect of the Transfer Date Receivables until Accounts Receivable received after such time as eleven-month period, and the "Uncollected Receivables" (as defined in paragraph (b) below) are assigned to Amtech pursuant to paragraph (b) belownet proceeds of such collections received by ABRY will constitute additional Merger Consideration.