Common use of Accounts and Notes Receivable Clause in Contracts

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five (5) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees and the Shareholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- accurate list, as of a date not more than five (5) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an The Company has delivered to Buyer a complete and accurate list, as of a date not more than five two (52) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees and the ShareholdersStockholders), which includes an aging of all accounts and notes receivable showing amounts due in thirty (30-) day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- Buyer a complete and accurate list, as of a date not more than five two (52) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholdersbusiness. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainagereserves, each of the Accounts Receivable will be collected in full, without any set-off, within ninety one hundred twenty (90120) days after the Closing Date (or with respect to those Accounts Receivable specified day on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable)which it first became due and payable. To the Company's knowledge, there There is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five (5) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees and the Shareholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- ------------------- accurate list, as of a date not more than five (5) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five (5) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees employees, and the Shareholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- accurate list, as of a date not more than five (5) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) 180 days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-offof, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 Schedule 6.14 is an a complete and accurate list, as of a date not more than five (5) business two days prior to the date hereofof this Agreement, of the accounts and notes receivable of the Company (including including, without limitation limitation, receivables from and advances to employees, former employees and the Shareholders), which includes an aging Stockholder) other than those arising out of all accounts and notes receivable showing amounts due in 30-day aging categories Leases (collectively, the "Accounts Receivable"). Schedule 6.14 includes an aging of all Accounts Receivable showing amounts due in 30-day aging categories. On the Closing Date, the Company Stockholder will deliver to CCC an -------------------- UniCapital a complete and accurate list, as of a date not more than five (5) business two days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed bona fide business transactions in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholdersconsistent with past practice. The Accounts Receivable are current are, and as of the Closing Date and the Merger Effective Date will be, collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject in the case of Accounts Receivable reflected on the Company's balance sheet to such reserves and except for retainagereflected on such balance sheet, each of the Accounts Receivable will be collected in full, without any set-off, full within ninety (90) days after the Closing Date (or with respect to those Accounts Receivable specified day on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable)which it first became due and payable. To the Company's knowledge, there There is no contest, claim, counterclaim, defense or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an any Account Receivable relating to the amount or validity of such Account Receivable. The allowance for collection losses on the Balance Sheet has been determined in accordance with GAAP consistent with past practice.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five (5) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees employees, and the Shareholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- accurate list, as of a date not more than five (5) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an The Company has delivered to CCC a complete and accurate list, as of a date not more than five two (52) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees and the ShareholdersStockholder), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts -------- Receivable"). On Within five (5) business days of the Closing Date, the Company ---------- will deliver to CCC an -------------------- a complete and accurate list, as of a date not more than five two (52) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholdersbusiness. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainagereserves, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) days after the Closing Date (or with respect to those day on which it first became due and payable, except that certain Accounts Receivable specified which are identified on SCHEDULE 5.125.12 will be collected in full, without any set-off, within the number of days six (6) months after the Closing specified for each such Account Receivable)day on which it first became due and payable. To the Company's knowledge, there There is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five ten (510) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees employees, and the Shareholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- accurate list, as of a date not more than five ten (510) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the Shareholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) 180 days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five (5) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees and the ShareholdersStockholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- ------------------- accurate list, as of a date not more than five (5) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the ShareholdersStockholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.

Accounts and Notes Receivable. Attached hereto as SCHEDULE 5.12 is an accurate list, as of a date not more than five (5) business days prior to the date hereof, of the accounts and notes receivable of the Company (including without limitation receivables from and advances to employees, former employees and the ShareholdersStockholders), which includes an aging of all accounts and notes receivable showing amounts due in 30-day aging categories (collectively, the "Accounts Receivable"). On the Closing Date, the Company will deliver to CCC an -------------------- accurate list, as of a date not more than five (5) business days prior to the Closing Date, of the Accounts Receivable. All Accounts Receivable represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business or such other valid obligations arising from receivables from and advances to employees, former employees or the ShareholdersStockholders. The Accounts Receivable are current and collectible net of any respective reserves shown on the Company's books and records (which reserves are adequate and calculated consistent with past practice). Subject to such reserves and except for retainage, each of the Accounts Receivable will be collected in full, without any set-off, within ninety (90) days after the Closing Date (or with respect to those Accounts Receivable specified on SCHEDULE 5.12, within the number of days after the Closing specified for each such Account Receivable). To the Company's knowledge, there is no contest, claim, or right of set-off, other than rebates and returns in the ordinary course of business, under any contract with any obligor of an Account Receivable relating to the amount or validity of such Account Receivable.