Common use of Accounts and Notes Receivable and Payable Clause in Contracts

Accounts and Notes Receivable and Payable. (a) A complete and accurate list of the accounts receivable as of November 30, 2010, showing the aging thereof, is included in Schedule 4.22. All accounts and notes receivable of the Company have arisen from bona fide transactions in the Ordinary Course of Business consistent with past practice and are payable on ordinary trade terms. All accounts and notes receivable of the Company as of November 30, 2010 are, as of the date hereof and, to the extent not previously collected, as of the Closing Date, good and collectible at the aggregate recorded amounts thereof, net of any applicable reserve for returns or doubtful accounts reflected thereon, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. All accounts and notes receivable listed on Schedule 4.22 and those arising after November 30, 2010, to the extent not collected prior to the date hereof, are good and collectible as of the date hereof at the aggregate recorded amounts thereof within ninety (90) days after the day on which it first becomes due and payable, net of any applicable reserve for returns or doubtful accounts, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. None of the accounts or the notes receivable of the Company (i) are subject to any setoffs or counterclaims or (ii) represent obligations for goods sold on consignment, on approval or on sale or return basis or subject to any other repurchase or return arrangement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Powersecure International, Inc.)

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Accounts and Notes Receivable and Payable. (a) A complete and accurate list Subject, in each instance, to the effects of the accounts receivable as proviso contained in the last sentence of November 30, 2010, showing the aging thereof, is included in Schedule 4.22. All first paragraph of Section 4.7(a): (i) all accounts and notes receivable of the Company and the Subsidiaries have arisen from bona fide transactions in the Ordinary Course of Business consistent with past practice and are payable on ordinary trade terms. All ; (ii) all accounts and notes receivable of the Company as of November 30, 2010 are, as of and the date hereof and, to Subsidiaries reflected on the extent not previously collected, as of the Closing Date, Balance Sheet are good and collectible at the aggregate recorded amounts thereof, net of any applicable reserve for returns or doubtful accounts reflected thereon, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. All ; (iii) all accounts and notes receivable listed on Schedule 4.22 and those arising after November 30, 2010, to the extent not collected prior to the date hereof, Balance Sheet Date are good and collectible as of the date hereof at the aggregate recorded amounts thereof within ninety (90) days after the day on which it first becomes due and payablethereof, net of any applicable reserve for returns or doubtful accounts, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. None ; and (iv) none of the accounts or the notes receivable of the Company or any of the Subsidiaries (iA) are subject to any setoffs or counterclaims or (iiB) represent obligations for goods sold on consignment, on approval or on sale or a sale-or-return basis or subject to any other repurchase or return arrangement. · All accounts payable of the Company and the Subsidiaries reflected in the Balance Sheet or arising after the date thereof are the result of bona fide transactions in the Ordinary Course of Business and have been paid or are not yet due and payable.

Appears in 1 contract

Samples: Stock Purchase Agreement (DXP Enterprises Inc)

Accounts and Notes Receivable and Payable. (a) A complete and accurate list of the accounts receivable as of November 30, 2010, showing the aging thereof, is included in Schedule 4.22. All accounts and notes receivable of the Company have arisen from bona fide transactions in the Ordinary Course ordinary course of Business business consistent with past practice and are payable on ordinary trade terms. All accounts and notes receivable of the Company as of November 30, 2010 are, as of reflected on the date hereof and, to the extent not previously collected, as of the Closing Date, Balance Sheet are good and collectible at the aggregate recorded amounts thereof, net of any applicable reserve for returns or doubtful accounts reflected thereon, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. All accounts and notes receivable listed on Schedule 4.22 and those arising after November 30, 2010, to the extent not collected prior to the date hereof, Balance Sheet Date are good and collectible as of the date hereof at the aggregate recorded amounts thereof within ninety (90) days after the day on which it first becomes due and payablethereof, net of any applicable reserve for returns or doubtful accounts, which reserves are adequate in all material respects and on the Balance Sheet were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. None To the knowledge of the Company, none of the accounts or the notes receivable of the Company (i) are subject to any setoffs or counterclaims or (ii) represent obligations for goods sold on consignment, on approval or on sale or a sale-or-return basis or subject to any other repurchase or return arrangement, except that certain receivables of the Company (reflecting the purchase price for refurbished equipment delivered to customers to replace previously acquired equipment that is the subject of customer warranty claims) are subject to a credit upon such customers’ return to the Company of the units of previously acquired equipment that are the subject of such warranty claims.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chart Industries Inc)

Accounts and Notes Receivable and Payable. (a) A complete and accurate list of the accounts receivable Except as of November 30set forth on Schedule 5.20(a), 2010, showing the aging thereof, is included in Schedule 4.22. All (i) all accounts and notes receivable of the Company and the other Group Companies have arisen from bona fide transactions in the Ordinary Course of Business consistent with past practice and are payable on ordinary trade terms. All ; (ii) to the Knowledge of Seller, all accounts and notes receivable of the Company as of November 30, 2010 are, as of and the date hereof and, to other Group Companies reflected on the extent not previously collected, as of the Closing Date, Balance Sheet are good and collectible at the aggregate recorded amounts thereof, net of any applicable reserve for returns or doubtful accounts reflected thereon, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. All ; (iii) to the Knowledge of Seller, all accounts and notes receivable listed on Schedule 4.22 and those arising after November 30, 2010, to the extent not collected prior to the date hereof, Balance Sheet Date are good and collectible as of the date hereof at the aggregate recorded amounts thereof within ninety (90) days after the day on which it first becomes due and payablethereof, net of any applicable reserve for returns or doubtful accounts, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. None ; and (iv) none of the accounts or the notes receivable of the Company and the other Group Companies (iA) are subject to any setoffs or counterclaims or (iiB) represent obligations for goods sold on consignment, on approval or on sale or sale-or-return basis or subject to any other repurchase or return arrangement.

Appears in 1 contract

Samples: LLC Membership Interest Purchase Agreement (Fushi International Inc)

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Accounts and Notes Receivable and Payable. (a) A complete and accurate list of the accounts receivable as of November 30, 2010reflected on the Balance Sheet and arising after the Balance Sheet Date, showing the aging thereof, is included in Schedule 4.225.19. All accounts and notes receivable of the Company Seller have arisen from bona fide transactions in the Ordinary Course of Business consistent with past practice and are payable on ordinary trade terms. All accounts and notes receivable of Seller reflected on the Company as of November 30, 2010 are, as of the date hereof and, to the extent not previously collected, as of the Closing Date, Balance Sheet are good and collectible at the aggregate recorded amounts thereof, net of any applicable reserve for returns or doubtful accounts reflected thereon, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. All accounts and notes receivable listed on Schedule 4.22 and those arising after November 30, 2010, to the extent not collected prior to the date hereof, Balance Sheet Date are good and collectible as of the date hereof at the aggregate recorded amounts thereof within ninety (90) days after the day on which it first becomes due and payable, net of any applicable reserve for returns or doubtful accounts, which reserves are adequate in all material respects and were calculated in a manner consistent with past practice and in accordance with GAAP consistently applied. None of the accounts or the notes receivable of the Company Seller (i) are subject to any setoffs or counterclaims or (ii) represent obligations for goods sold on consignment, on approval or on sale or sale-or-return basis or subject to any other repurchase or return arrangement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Goodman Networks Inc)

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