Common use of Collections of Accounts Receivable Clause in Contracts

Collections of Accounts Receivable. The Seller and the Company will endorse, as necessary, and promptly remit to the Buyer all payments of Accounts Receivable received by either of them, and otherwise cooperate as the Buyer shall reasonably request in the collection of Accounts Receivable. The Seller guarantees that all Accounts Receivable (less any associated reserve for bad debts as shown on the Final Balance Sheet) will be paid within a collection period of ninety (90) days immediately following the Closing (the “Collection Period”). Within ten (10) business days after delivery to the Seller of a schedule of Accounts Receivable unpaid at the end of the Collection Period, the Seller will pay to the Buyer the amount by which the Accounts Receivable (less any associated reserve for bad debts as shown on the Final Balance Sheet) exceeds the amount that the Buyer has collected on Accounts Receivable during the Collection Period, and the Buyer will re-assign to the Seller any such uncollected Accounts Receivable. If more than one invoice is outstanding for any customer of the Business, the “first-in, first-out” principle shall be applied in determining the invoice to which a payment relates, unless the payment by its terms specifies or clearly indicates the invoice to which it relates. To the extent the Seller has incurred or pays expenses for which it is entitled to reimbursement or payment under its agreement in Section 5.6 to provide transitional services, it shall have the right to offset any otherwise applicable payments to the Buyer under this Section 5.5

Collections of Accounts Receivable. The Seller For the period commencing as of the Closing and ending one hundred twenty (120) days thereafter (the Company will endorse"Collection Period"), as necessary, and promptly remit to the Buyer all payments of Accounts Receivable received by either of them, and otherwise cooperate as the Buyer shall reasonably request use its reasonable best efforts to collect on behalf of the Seller, as the Seller's agent, all of the accounts receivable attributable to the Division as reflected on the Recent Balance Sheet (the "May Accounts Receivable"). Any payment received by the Buyer during the Collection Period from any account debtor obligated with respect to any of the May Accounts Receivable shall be applied in the collection manner described on SCHEDULE 1.8 attached hereto unless specifically directed otherwise by such account debtor because of Accounts Receivablea bona fide dispute between the Seller and such account debtor. The Seller guarantees that all Buyer shall not have the right to compromise, settle or adjust the amount of any of the May Accounts Receivable (less any associated reserve for bad debts as shown on without the Final Balance Sheet) will be paid within a collection period of ninety (90) days immediately following the Closing (the “Collection Period”)Seller's prior consent. Within ten (10) business days after delivery The Buyer shall remit such collections to the Seller within five (5) days of a schedule the end of the month in which they were collected. The Buyer shall not have any liability to the Seller for any May Accounts Receivable unpaid at that are not collected and following the end expiration of the Collection Period, the Seller will pay Buyer shall have no further obligation with respect to the Buyer the amount by which the May Accounts Receivable (less any associated reserve for bad debts as shown on the Final Balance Sheet) exceeds the amount that the Buyer has collected on Accounts Receivable during the Collection Period, and the Buyer will re-assign except to remit to the Seller any such uncollected Accounts Receivable. If more than one invoice payment that is outstanding for any customer of the Business, the “first-in, first-out” principle shall be applied in determining the invoice to which a payment relates, unless the payment received by its terms specifies or clearly indicates the invoice to which it relates. To the extent the Seller has incurred or pays expenses for which it is entitled to reimbursement or payment under its agreement in Section 5.6 to provide transitional services, it shall have the right to offset any otherwise applicable payments to the Buyer under this Section 5.5with respect thereto.