Qualified Accounts Receivable Sample Clauses

POPULAR SAMPLE Copied 1 times
Qualified Accounts Receivable. Promptly after any Accounts Receivable have been determined by the Administrative Agent not to meet the requirements set forth on Schedule 1.1(C)(ii)(d), the Borrower shall provide to each of the Lenders the Schedule of Accounts Receivable and other documentation providing the basis for such determination and the anticipated concentration level of the Accounts Receivable owed by such individual Account Debtor for the six (6) months following the date of such determination.
View SourceView Similar (3)
Qualified Accounts Receivable. Upon delivery to the Administrative Agent of each Schedule of Accounts Receivable, the Administrative Agent shall make a determination, in its sole discretion, as to which Accounts Receivable listed thereon shall be deemed Qualified Accounts Receivable. An Account Receivable of any Loan Party shall not be considered a Qualified Account Receivable unless the Administrative Agent determines, in its sole discretion, that such Account Receivable has met the following minimum requirements: (i) the Account Receivable represents a complete bona fide transaction for goods sold and delivered or services rendered (but excluding any amounts in the nature of a service charge added to the amount due on an invoice because the invoice has not been paid when due) which requires no further act under any circumstances on the part of such Loan Party to make such Account Receivable payable by the Account Receivable Debtor; the Account Receivable arises from an arm’s-length transaction in the ordinary course of such Loan Party’s business between such Loan Party and an Account Receivable Debtor which is not an Affiliate of any Loan Party or an executive officer of the Borrower or any Affiliate of any Loan Party, or a member of the immediate family of an executive officer of any Loan Party or any Affiliate of any Loan Party; (ii) the Account Receivable shall (a) have been outstanding for less than one hundred twenty (120) days from the invoice date, (b) have been outstanding for less than sixty (60) days of its due date, (c) be payable by an Account Receivable Debtor for whom no more than 35% of their Accounts Receivable have been outstanding for more than one hundred twenty (120) days from the invoice date or have been outstanding for less than sixty (60) days of its due date, and (d) include only up to and including, (1) in the case of each of Dick’s Sporting Goods, Inc. and The Sports Authority, Inc., 40% of the difference between the aggregate amount of all outstanding Accounts Receivable and the sum of (a) and (b) above, and (2) in the case of all other Account Receivable Debtors, 20% of the difference between the aggregate amount of all outstanding Accounts Receivable and the sum of (a) and (b) above; (iii) the goods the sale of which gave rise to the Account Receivable were shipped or delivered or provided to the Account Receivable Debtor on an absolute sale basis and not on a ▇▇▇▇ and hold sale basis, a consignment sale basis, a guaranteed sale basis, a sale or return ba...
View SourceView Similar (3)
Qualified Accounts Receivable the debt arising from the sales of certain goods by credit and the nonpayment by the buyer. It cannot be offset by write-off, guarantees, compensation or pay for other deductions, and when the seller brought factoring company to discount: (1) It does not expired: (2) It is only calculated and paid in RMB; (3) The maturity date of the invoice within 180 days from the invoice date (including 180 days); (4) In the ordinary course of business arising from the seller, the real trade with legal background; (5) the seller is a illegitimate creditor; (6) no restriction of transfer
View Source
Qualified Accounts Receivable. The Borrower shall not, to its ------------------------------ knowledge at such time, submit or represent to the Lender any account receivable as a Qualified Account Receivable or Qualified Unbilled Accounts Receivable which does not meet every requirement in every respect of a Qualified Account Receivable or Qualified Unbilled Accounts Receivable, as the case may be, and shall notify the Lender promptly, in writing, when any account receivable against which a loan or advance was, or may be, made pursuant to Section 2.01(a) ceases to meet any of those requirements.
View Source
Qualified Accounts Receivable. This term shall mean accounts receivable arising in the ordinary course of business owned by and payable to Greystone in a sum of money (exclusive of interest, late charges or carrying charges), unconditionally due and owing, and not more than one hundred twenty (120) days from the billing or invoice date; provided, however, that this term shall not include:
View Source
Qualified Accounts Receivable. The term "
View Source
Qualified Accounts Receivable. $ _______________ Advance Rate X 80.00 %=
View Source
Qualified Accounts Receivable. The aggregate of the unpaid portions of Accounts Receivable (net of any credits, rebates, offsets, holdbacks or other adjustments or commissions payable to third parties that are adjustments to such Accounts Receivable) (i) that the Borrowers reasonably and in good faith determine to be collectible; (ii) that are with account debtors that (A) are not affiliates of the Borrowers, (B) purchased the goods or services giving rise to the relevant Account Receivable in an arm's length transaction, (C) are not insolvent or involved in any case or proceeding, whether voluntary or involuntary, under any bankruptcy, reorganization, arrangement, insolvency, adjustment of debt, dissolution, liquidation or similar law of any jurisdiction and (D) are, in the Agent's reasonable judgment, creditworthy; (iii) that are in payment of obligations that have been fully performed and are not subject to dispute or any other similar claims that would reduce the cash amount payable therefor; (iv) that are not subject to any pledge, restriction, security interest or other lien or encumbrance other than those created by the Loan Documents; (v) that are not outstanding for more than ninety (90) days (or one hundred and twenty (120) days in the case of secured CLEC Accounts Receivable not to exceed $5,000,000 in the aggregate at any time) past the earlier to occur of (A) the date of the respective invoices therefor and (B) the date of shipment thereof in the case of goods or the end of the calendar month following the provision thereof in the case of services; (vi) that are not due from an account debtor located in Alabama, Minnesota or New Jersey unless the Borrowers (A) have received a certificate of authority to do business and are in good standing in such state or (B) have filed a notice of business activities report with the appropriate office or agency of such state for the current year; (vii) that are payable in Dollars; and (viii) that are not payable from an office outside of the United States.
View Source

Related to Qualified Accounts Receivable

  • Accounts Receivable All accounts receivable of the Acquired Companies that are reflected on the Balance Sheet or the Interim Balance Sheet or on the accounting records of the Acquired Companies as of the Closing Date (collectively, the "Accounts Receivable") represent or will represent valid obligations arising from sales actually made or services actually performed in the Ordinary Course of Business. Unless paid prior to the Closing Date, the Accounts Receivable are or will be as of the Closing Date current and collectible net of the respective reserves shown on the Balance Sheet or the Interim Balance Sheet or on the accounting records of the Acquired Companies as of the Closing Date (which reserves are adequate and calculated consistent with past practice and, in the case of the reserve as of the Closing Date, will not represent a greater percentage of the Accounts Receivable as of the Closing Date than the reserve reflected in the Interim Balance Sheet represented of the Accounts Receivable reflected therein and will not represent a material adverse change in the composition of such Accounts Receivable in terms of aging). Subject to such reserves, each of the Accounts Receivable either has been or will be collected in full, without any set-off, within ninety days after the day on which it first becomes due and payable. There is no contest, claim, or right of set-off, other than returns in the Ordinary Course of Business, under any Contract with any obligor of an Accounts Receivable relating to the amount or validity of such Accounts Receivable. Part 3.8 of the Disclosure Letter contains a complete and accurate list of all Accounts Receivable as of the date of the Interim Balance Sheet, which list sets forth the aging of such Accounts Receivable.

  • Accounts Receivable; Accounts Payable (a) All accounts receivable of the Acquired Companies and their Subsidiaries, whether reflected on the Company Balance Sheet or subsequently created, are valid receivables that have arisen from bona fide transactions in the ordinary course of business consistent with past practice. All such accounts receivable are good and collectible (and subject to no setoffs or counterclaims) at the aggregate recorded amounts thereof, net of any applicable reserves for doubtful accounts reflected on the Company Balance Sheet as adjusted for operations and transactions through the Closing Date in accordance with past custom and practice of the Acquired Companies; provided, however, that nothing in the foregoing shall be construed as a guarantee of collectability. Each of the Acquired Companies and their Subsidiaries have good and marketable title to their respective accounts receivable, free and clear of all Liens, except for Permitted Liens. Since the Balance Sheet Date, there have not been any write-offs as uncollectible of any notes or accounts receivable of any of the Acquired Companies or any of their Subsidiaries, except for write-offs as uncollectible of doubtful accounts reflected on the Company Balance Sheet as adjusted for operations and transactions through the Closing Date in accordance with past custom and practice of the Acquired Companies. (b) All accounts payable and notes payable of the Acquired Companies and their Subsidiaries, whether reflected on the Company Balance Sheet or subsequently created, are valid payables that have arisen from bona fide transactions in the ordinary course of business consistent with past practice. Since the Balance Sheet Date, the Acquired Companies and their Subsidiaries have paid their accounts payable in the ordinary course of their business and in a manner which is consistent with past practices.

  • Accounts Receivables Each existing Account constitutes, and each hereafter arising Account will, when such Account arises, constitute, the legally valid and binding obligation of the Account Debtor, except where the failure to do so could not reasonably be expected, individually or in the aggregate, to materially adversely affect the value or collectability of the Accounts included in the Collateral, taken as a whole. No Account Debtor has any defense, set-off, claim or counterclaim against any Grantor that can be asserted against the Administrative Agent, whether in any proceeding to enforce the Administrative Agent’s rights in the Accounts included in the Collateral, or otherwise, except for defenses, setoffs, claims or counterclaims that could not reasonably be expected, individually or in the aggregate, to materially adversely affect the value or collectability of the Accounts included in the Collateral, taken as a whole. None of the Grantors’ accounts receivables are, nor will any hereafter arising account receivable be, evidenced by a promissory note or other Instrument (other than a check) that has not been pledged to the Administrative Agent in accordance with the terms hereof.

  • Accounts Receivable; Inventory (a) For each Account with respect to which Advances are requested, on the date each Advance is requested and made, such Account shall be an Eligible Account. (b) All statements made and all unpaid balances appearing in all invoices, instruments and other documents evidencing the Eligible Accounts are and shall be true and correct and all such invoices, instruments and other documents, and all of Borrower’s Books are genuine and in all respects what they purport to be. All sales and other transactions underlying or giving rise to each Eligible Account shall comply in all material respects with all applicable laws and governmental rules and regulations. Borrower has no knowledge of any actual or imminent Insolvency Proceeding of any Account Debtor whose accounts are Eligible Accounts in any Transaction Report. To the best of Borrower’s knowledge, all signatures and endorsements on all documents, instruments, and agreements relating to all Eligible Accounts are genuine, and all such documents, instruments and agreements are legally enforceable in accordance with their terms. (c) For any item of Inventory consisting of Eligible Inventory in any Transaction Report, such Inventory (i) consists of finished goods, in good, new, and salable condition, which is not perishable, returned (except to the extent of any refurbished Inventory in salable condition), consigned, obsolete, not sellable, damaged, or defective, and is not comprised of demonstrative or custom inventory, works in progress, packaging or shipping materials, or supplies; (ii) meets all applicable governmental standards; (iii) has been manufactured in compliance with the Fair Labor Standards Act; (iv) is not subject to any Liens, except the first priority Liens granted or in favor of Bank under this Agreement or any of the other Loan Documents and the Liens permitted under clause (j) of the definition of Permitted Liens; and (v) is located at the locations identified by Borrower in the Perfection Certificate where it maintains Inventory (or at any location permitted under Section 7.2).

  • 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.