Financed Receivables Sample Clauses

Financed Receivables. Borrower represents and warrants for each Financed Receivable: (a) Such Financed Receivable is an Eligible Account; (b) Borrower is the owner of and has the legal right to sell, transfer, assign and encumber such Financed Receivable; (c) The correct amount is on the Invoice Transmittal and is not disputed; (d) Payment is not contingent on any obligation or contract and Borrower has fulfilled all its obligations as of the Invoice Transmittal date; (e) Such Financed Receivable is based on an actual sale and delivery of goods and/or services rendered, is due to Borrower, is not past due or in default, has not been previously sold, assigned, transferred, or pledged and is free of any liens, security interests and encumbrances other than Permitted Liens; (f) There are no defenses, offsets, counterclaims or agreements for which the Account Debtor may claim any deduction or discount; (g) Borrower reasonably believes no Account Debtor is insolvent or subject to any Insolvency Proceedings; (h) Borrower has not filed or had filed against it Insolvency Proceedings and does not anticipate any filing; (i) Bank has the right to endorse and/ or require Borrower to endorse all payments received on Financed Receivables and all proceeds of Collateral; and (j) No representation, warranty or other statement of Borrower in any certificate or written statement given to Bank contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading.
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Financed Receivables. Borrower represents and warrants for each Financed Receivable: (a) Such Financed Receivable is an Eligible Account; (
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Financed Receivables. Each Transferred Receivable which satisfies the following criteria will be capable of being Financed from time to time by the Factor pursuant to this Agreement (and notably the sending of a Financing Request by the Company to the Factor pursuant to Article 4.2.3) (each, a "Financed Receivable"): (i) it is (A) an Approved Receivable, unless otherwise agreed by the Factor or (B) in respect of Transferred Receivables exceeding the Approval Limits, the share of the relevant Transferred Receivable exceeding the Approval Limit does not exceed the lower of (a) the amount of its Approval Limit and (b) EUR 500,000 and provided further that the total share of Transferred Receivables that is above the Approval Limits shall not exceed the lower of (x) 20% of the total outstanding amount of Transferred Receivables or (y) EUR 8,000,000. (ii) it is not (A) a Disputed Receivable or (B) a Defaulted Receivable (except for Existing Receivables which shall not be overdue at the time of their transfer to the Factor); (iii) the invoice documenting the Transferred Receivable shall have been issued less than thirty (30) days prior to the contemplated transfer to the Factor (except for Existing Receivables, with respect to which the relevant invoices relating to the relevant Existing Receivables shall not have been issued by more than 120 days before the First Assignment Date); (iv) it has a maturity date (maturity date being the period between the date of issuance of the invoice and the due date as indicated on the invoice) as permitted by applicable law (for example in France by article L. 441-6 of the French Commercial code as regards French law) or if the Credit Insurance Policy provides for a shorter maximum maturity date, as defined in the Credit Insurance Policy, but in no event more than one hundred and twenty (120) days; and (v) the Financing of such Transferred Receivable will not trigger a breach of the Concentration Limit.
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Financed Receivables. Borrower represents and warrants for each Financed Receivable: (a) Each Financed Receivable is an Eligible Account; (b) Borrower is the owner with legal right to sell, transfer, assign and encumber such Financed Receivable; (c) The correct amount is on the Invoice Transmittal and is payable in U.S. dollars; (d) There are no defenses, offsets, counterclaims or agreements for which the Account Debtor may claim any deduction or discount which are not covered by the Credit Insurance; (e) Bank has the right to endorse and/ or require Borrower to endorse all payments received on Financed Receivables and all proceeds of Collateral; and (f) No representation, warranty or other statement of Borrower in any certificate or written statement given to Bank contains any untrue statement of a material fact or omits to state a material fact necessary to make the statement contained in the certificates or statement not misleading.
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Financed Receivables. Borrower represents and warrants for each Financed Receivable (other than Financed Receivables based upon Inventory Placeholder Invoices):" And inserting in lieu thereof the following: " Financed Receivables. Borrower represents and warrants for each Financed Receivable:" 8 The Loan Agreement shall be amended by deleting the following, appearing as Section 5.4 thereof:
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Financed Receivables 
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Related to Financed Receivables

  • Accounts and Notes Receivable The COMPANY has delivered to HOLDING an accurate list (which is set forth on Schedule 5.11) of the accounts and notes receivable of the COMPANY, as of the Balance Sheet Date, including any such amounts which are not reflected in the balance sheet as of the Balance Sheet Date, and including receivables from and advances to employees and the STOCKHOLDERS. Within ten (10) days prior to Pre-Closing, the COMPANY shall provide HOLDING (x) an accurate list of all outstanding receivables obtained subsequent to the Balance Sheet Date and (y) an aging of all such accounts and notes receivable showing amounts due in 30 day aging categories (the "A/R Aging Reports"). Except to the extent reflected on Schedule 5.11 or as disclosed by the COMPANY to HOLDING in a writing accompanying the A/R Aging Reports, as the case may be, the accounts, notes and other receivables shown on Schedule 5.11 and on the A/R Aging Reports are and shall be, and the COMPANY has no reason to believe that any such account receivable is not or shall not be, collectible in the amounts shown (in the case of the accounts and notes receivable set forth on Schedule 5.11, net of reserves reflected in the Balance Sheet and, in the case of the accounts and notes receivable set forth in the A/R Aging Reports, net of reserves reflected in the A/R Aging Reports). The COMPANY and the STOCKHOLDERS shall have no liability pursuant to Section 11 for any inadvertent omission of accounts and notes receivable from Schedule 5.11 or the A/R Aging Reports if (i) such accounts and notes receivable are reflected in the balance sheet of the COMPANY as of the Balance Sheet Date or (ii) such accounts and notes receivable were obtained thereafter in the ordinary course of business consistent with past practice and such omissions are not material, either individually or in the aggregate.

  • Receivables (a) No amount payable to such Grantor under or in connection with any Receivable is evidenced by any Instrument or Chattel Paper which has not been delivered to the Administrative Agent. (b) None of the obligors on any Receivables is a Governmental Authority. (c) The amounts represented by such Grantor to the Lenders from time to time as owing to such Grantor in respect of the Receivables will at such times be accurate.

  • Eligible Receivables Each Receivable included as an Eligible Receivable in the calculation of the Net Receivables Pool Balance as of any date is an Eligible Receivable as of such date.

  • Collection of Accounts Receivable At the Closing, the Seller will turn over to the Buyers, for collection only, the accounts receivable of the Station owing to the Seller as of the close of business on the Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on the Closing Date or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in the 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 calendar month during this 120-day period on the one hundred twentieth (120th) day together with an accounting of all payments received within such period. The Buyers shall have the 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 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 120-day period following the Closing Date. If the Buyers return a disputed account to the Seller, the Buyers shall have no further responsibility for its collection and may accept payment from the account debtor for advertising carried on any of the Station after the Closing Date. At the end of the 120-day period following the Closing Date, the Buyers will turn back to the Seller all of the accounts receivable of the Station as of the Closing Date owing to the 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 Date, the Buyers shall afford the Seller reasonable access to the accounts receivable "aging list." The Seller acknowledges and agrees that the Buyers are acting as its collection agent hereunder for the sole benefit of the Seller and that Buyers have accepted such responsibility for the accommodation of the Seller. The Buyer shall not have any duty to inquire as to the form, manner of execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall the Buyers 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 Buyers may incur or sustain as a result of or by reason of such collection efforts.

  • Collection of Receivables Except as otherwise provided in this Security Agreement, such Grantor will collect and enforce, at such Grantor’s sole expense, all amounts due or hereafter due to such Grantor under the Receivables owned by it.