Common use of Accounts Receivable and Notes Receivable Clause in Contracts

Accounts Receivable and Notes Receivable. 3.9.1 Attached hereto as Exhibit 3.9 is a true and complete list of all of the accounts receivable of each Acquired Company as of September 30, 1998 and all of the notes receivable of each Acquired Company as of such date. All sales and services made or provided on credit between September 30, 1998 and the Closing Date have been or will have been (as applicable) properly recorded on the books of each Acquired Company in the ordinary course of business. 3.9.2 All of the accounts receivable, net of any reserves for doubtful accounts established in the determination of the Closing Date Capital and Surplus and the Closing Date Net Worth pursuant to Section 2.1.9 hereof, will be paid when due and in accordance with their terms (and, in any event, within one hundred eighty (180) days from the Closing) and the notes receivable will be paid when due and in accordance with their terms. Any unpaid amounts shall first be applied against applicable reserves for doubtful accounts established in the Closing Date Capital and Surplus and the Closing Date Net Worth until such respective reserves are extinguished. If any of the said accounts receivable, after application of such reserves are not paid within one hundred eighty (180) days from the Closing Date or notes receivable are not paid in full when due, Atlantic shall deliver a notice to the Escrow Agent pursuant to the terms of the Escrow Agreement and the Escrow Agent shall distribute to Atlantic the amounts held from the Escrowed Shares, valued at the Per Share Closing Price, for any such unpaid account receivable or note receivable for any such unpaid account receivable or note receivable. All receipts from a customer shall be applied to the specific invoices to which they relate, and neither Atlantic nor the Acquired Companies shall direct a customer to pay a specific invoice in lieu of another invoice unless such customer objects to a particular invoice.

Accounts Receivable and Notes Receivable. 3.9.1 Attached hereto as Exhibit 3.9 3.20 is a true and complete list of all of the accounts receivable of each Acquired Company Contributor (collectively, the "Contributor AR") as of September 30, 1998 the Effective Date and all of the notes receivable of each Acquired Company Contributor (collectively, the "Contributor NR") as of such datethe Effective Date. Exhibit 3.20 shall be brought current as of the Closing Date. All sales and services made or provided on credit between September 30, 1998 the date hereof and the Closing Date have been or will have been (as applicable) properly recorded on the books of each Acquired Company Contributor in the ordinary course of business. 3.9.2 . All of the accounts receivableContributor AR represent or will represent valid obligations arising from sales actually made or services actually performed by Contributor. Unless paid prior to the Closing Date, net of any reserves for doubtful accounts established in the determination Contributor AR as of the Closing Date Capital (the "Closing Date Contributor AR") and Surplus and Contributor NR as of the Closing Date Net Worth pursuant to Section 2.1.9 hereof, (the "Closing Date Contributor NR") are or will be paid when due and in accordance with their terms (and, in any event, within one hundred eighty (180) days from the Closing) and the notes receivable will be paid when due and in accordance with their terms. Any unpaid amounts shall first be applied against applicable reserves for doubtful accounts established in as of the Closing Date Capital current and Surplus and collectible. Contributor shall make good faith best efforts to collect in full each of the Closing Date Net Worth until such respective reserves are extinguishedContributor AR, without any set-off, within ninety (90) days after the day on which it first becomes due and payable. If Each of the Closing Date Contributor NR will be collected in full, without any set-off, when due. There is no contest, claim, or right of set-off with any obligor of any of the said accounts receivable, after application Contributor AR as of the Effective Date or any of the Contributor NR as of the Effective Date relating to the amount or validity of such reserves are not paid within one hundred eighty (180) days from Contributor AR or such Contributor NR. There will be no contest, claim, or right of set-off with any obligor of any of the Closing Date Contributor AR or notes receivable are not paid in full when due, Atlantic shall deliver a notice any of the Closing Date Contributor NR relating to the Escrow Agent pursuant amount or validity of such Contributor AR or such Contributor NR. All payments with respect to the terms of the Escrow Agreement and the Escrow Agent shall distribute to Atlantic the amounts held from the Escrowed Shares, valued at the Per Share Closing Price, for any such unpaid account receivable or note receivable for any such unpaid account receivable or note receivable. All receipts from a customer Date Contributor AR shall be applied credited to the specific invoices to which they relate, and neither Atlantic nor Contributor Account Receivable as the Acquired Companies shall direct a applicable customer to pay a specific invoice in lieu of another invoice unless such customer objects to a particular invoiceor client directs.