Common use of Collections of Accounts Receivable Clause in Contracts

Collections of Accounts Receivable. (a) If all or part of any payment received by Intek or any Affiliate of Intek relates exclusively to an account receivable arising prior to the Effective Date, such payment shall be held in trust for MIC and shall not be commingled with any other assets of Intek or such Affiliate. Intek shall immediately deliver to MIC, or cause its Affiliate to immediately deliver to MIC, such payment in the form received together with such endorsements as shall be necessary for MIC to deposit and collect such payment. (b) If all or part of any payment received by MIC, ▇▇▇▇▇▇▇▇ or any Affiliate thereof relates exclusively to an account receivable arising after the Effective Date, such payment shall be held in trust for Intek and shall not be commingled with any other assets of MIC, ▇▇▇▇▇▇▇▇ or such Affiliate. MIC and ▇▇▇▇▇▇▇▇ shall immediately deliver to Intek, or cause its Affiliate to immediately deliver to Intek, such payment in the form received together with such endorsements as shall be necessary for Intek to deposit and collect such payment. (c) If a payment is received which relates to accounts receivables arising both before and after the Effective Date, the recipient thereof shall immediately pay to the other party cash in an amount equal to that portion of the payment which is specifically identified to a receivable or receivables owned by such other party. (d) If a customer's payment does not specifically identify an invoice, or MUSA is unable to identify the invoice to which such receivable should be applied with reasonable certainty, MUSA shall contact the customer directly and request that the customer identify the invoice to which such receivable should be applied. The recipient shall promptly thereafter pay to the other party cash in an amount equal to that portion of the payment which was so identified to a receivable or receivables owned by such other party. (e) To facilitate the collection of receivables pursuant to this Section 3.4, MIC and Intek shall not, and Intek shall not permit MUSA to, change the payment instructions to customers of the U.S. LMR Distribution Business during the 90 day period commencing on the date of the Closing. On October 16, 1996, MIC shall convey to MUSA all of MUSA's right, title and interest into post office boxes ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇. ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇, ▇.▇. ▇▇▇ ▇▇▇, ▇▇▇▇. ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇ (the "P.O. Boxes") and bank account number 010161070176 titled to MIC at Boatmen's First National Bank of Kansas City (the "Distribution Account"). On each Business Day during the period beginning on the date hereof and continuing until March 31, 1997, each party's representative (designated and granted appropriate powers of attorney as provided in Section 3.5(f) of this Agreement) will review the collections received in the P.O. Boxes or otherwise deposited into the Distribution Account and will allocate such payments in accordance with Sections 3.4(a) through 3.4(d) of this Agreement. (f) Intek hereby appoints ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ to act as its designated representative under Section 3.4(e) of this Agreement. MIC hereby appoints ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ to act as its designated representative under Section 3.4(e) of this Agreement. Each party will grant its designated representative with the limited power of attorney as shall be necessary to perform the obligations set forth in this Section 3.4 (including, without limitation, the power to endorse and deposit customer checks made payable to such party). A party may replace its designated representative by a writing to the other party appointing a new designated representative. In addition to the representatives designated by MIC and Intek, ▇▇▇▇▇▇▇▇ shall have the right to have ▇▇▇▇▇▇ ▇▇▇▇▇▇, or such other person as ▇▇▇▇▇▇▇▇ shall designate in writing, observe the review process on behalf of ▇▇▇▇▇▇▇▇, and Securicor shall have the right to have ▇▇▇▇ ▇▇▇▇▇▇▇▇, or such other person as Securicor shall designate in writing, observe the review process. (g) Each party shall have thirty (30) days to provide the other with written objections to the allocation of any payments received under this Section 3.4, such thirty (30) day period to commence upon such parties receipt of notice of the allocation and reasonable documentation evidencing such allocation. The MIC Representative and the Intek Representative shall meet within five business days of either party's request therefore and use their reasonable best efforts to amicably resolve any disputes raised by Intek with respect to the revised Reimbursement Schedule. Intek shall pay any amount thus determined to be owing to MIC, and MIC shall pay any amount thus determined to be owing to Intek, as mutually agreed upon by the MIC Representative and the Intek Representative. In the event that the MIC Representative and the Intek Representative are unable to reach an agreement with respect to any such dispute, then the matter shall be submitted to binding arbitration in accordance with the provisions of Section 14.13 of this Agreement.

Collections of Accounts Receivable. (a) If all or part of any payment received by Intek or any Affiliate of Intek relates exclusively to an account receivable arising prior to the Effective Date, such payment shall be held in trust for MIC and shall not be commingled with any other assets of Intek or such Affiliate. Intek shall immediately deliver to MIC, or cause its Affiliate to immediately deliver to MIC, such payment in the form received together with such endorsements as shall be necessary for MIC to deposit and collect such payment. (b) If all or part of any payment received by MIC, ▇▇▇▇Simm▇▇▇▇ or ▇▇ any Affiliate thereof relates exclusively to an account receivable arising after the Effective Date, such payment shall be held in trust for Intek and shall not be commingled with any other assets of MIC, ▇▇▇▇Simm▇▇▇▇ or ▇▇ such Affiliate. MIC and ▇▇▇▇Simm▇▇▇▇ shall ▇▇▇ll immediately deliver to Intek, or cause its Affiliate to immediately deliver to Intek, such payment in the form received together with such endorsements as shall be necessary for Intek to deposit and collect such payment. (c) If a payment is received which relates to accounts receivables arising both before and after the Effective Date, the recipient thereof shall immediately pay to the other party cash in an amount equal to that portion of the payment which is specifically identified to a receivable or receivables owned by such other party. (d) If a customer's payment does not specifically identify an invoice, or MUSA is unable to identify the invoice to which such receivable should be applied with reasonable certainty, MUSA shall contact the customer directly and request that the customer identify the invoice to which such receivable should be applied. The recipient shall promptly thereafter pay to the other party cash in an amount equal to that portion of the payment which was so identified to a receivable or receivables owned by such other party. (e) To facilitate the collection of receivables pursuant to this Section 3.4, MIC and Intek shall not, and Intek shall not permit MUSA to, change the payment instructions to customers of the U.S. LMR Distribution Business during the 90 day period commencing on the date of the Closing. On October 16, 1996, MIC shall convey to MUSA all of MUSA's right, title and interest into post office boxes ▇.▇. P.O. ▇▇▇ ▇▇▇, ▇▇▇▇. ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇- 0505, ▇.▇. P.O. ▇▇▇ ▇▇▇, ▇▇▇▇. ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇ (the ▇▇e "P.O. Boxes") and bank account number 010161070176 titled to MIC at Boatmen's First National Bank of Kansas City (the "Distribution Account"). On each Business Day during the period beginning on the date hereof and continuing until March 31, 1997, each party's representative (designated and granted appropriate powers of attorney as provided in Section 3.5(f) of this Agreement) will review the collections received in the P.O. Boxes or otherwise deposited into the Distribution Account and will allocate such payments in accordance with Sections 3.4(a) through 3.4(d) of this Agreement. (f) Intek hereby appoints ▇▇▇▇Howa▇▇ ▇▇▇▇▇▇▇▇▇ to ▇▇ act as its designated representative under Section 3.4(e) of this Agreement. MIC hereby appoints ▇▇▇▇Marv▇▇ ▇▇▇▇▇▇▇▇ to act as its designated representative under Section 3.4(e) of this Agreement. Each party will grant its designated representative with the limited power of attorney as shall be necessary to perform the obligations set forth in this Section 3.4 (including, without limitation, the power to endorse and deposit customer checks made payable to such party). A party may replace its designated representative by a writing to the other party appointing a new designated representative. In addition to the representatives designated by MIC and Intek, ▇▇▇▇Simm▇▇▇▇ shall ▇▇▇ll have the right to have ▇▇▇▇Carr▇▇ ▇▇▇▇▇▇, or ▇▇ such other person as ▇▇▇▇Simm▇▇▇▇ shall ▇▇▇ll designate in writing, observe the review process on behalf of Simm▇▇▇▇, ▇▇d Securicor shall have the right to have John ▇▇▇▇▇▇▇▇, and Securicor shall have the right to have ▇▇▇▇ ▇▇▇▇▇▇▇▇, or such other person as Securicor shall designate in writing, observe the review process. (g) Each party shall have thirty (30) days to provide the other with written objections to the allocation of any payments received under this Section 3.4, such thirty (30) day period to commence upon such parties receipt of notice of the allocation and reasonable documentation evidencing such allocation. The MIC Representative and the Intek Representative shall meet within five business days of either party's request therefore and use their reasonable best efforts to amicably resolve any disputes raised by Intek with respect to the revised Reimbursement Schedule. Intek shall pay any amount thus determined to be owing to MIC, and MIC shall pay any amount thus determined to be owing to Intek, as mutually agreed upon by the MIC Representative and the Intek Representative. In the event that the MIC Representative and the Intek Representative are unable to reach an agreement with respect to any such dispute, then the matter shall be submitted to binding arbitration in accordance with the provisions of Section 14.13 of this Agreement.