Common use of Accounts and Notes Receivable Clause in Contracts

Accounts and Notes Receivable. The COMPANY has delivered to TSII 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. The COMPANY shall also provide to TSII (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (y) an aging of all 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 TSII in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 and on the A/R Aging Reports are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY after the Balance Sheet Date.

Appears in 3 contracts

Samples: Agreement and Plan of Organization (Travel Services International Inc), Agreement and Plan of Organization (Travel Services International Inc), Agreement and Plan of Organization (Travel Services International Inc)

AutoNDA by SimpleDocs

Accounts and Notes Receivable. The COMPANY Company has delivered to TSII QSI an accurate list (which is set forth on Schedule 5.114.11) of the accounts and notes receivable of the COMPANYCompany, 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 STOCKHOLDERSStockholders. The COMPANY Company shall also provide to TSII QSI (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (y) an aging of all 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 4.11 or as disclosed by the COMPANY Company to TSII QSI in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 4.11 and on the A/R Aging Reports represent bona-fide obligations and are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY Company (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY Company after the Balance Sheet Date.

Appears in 2 contracts

Samples: Agreement and Plan of Organization (Quanta Services Inc), Agreement and Plan of Organization (Quanta Services Inc)

Accounts and Notes Receivable. The COMPANY has delivered to TSII VPI 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 STOCKHOLDERSstockholders of the COMPANY. The COMPANY shall also provide to TSII VPI (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Pre-Closing Date and (y) an aging of all 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 TSII VPI in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 and on the A/R Aging Reports are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY after the Balance Sheet Date.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

Accounts and Notes Receivable. The COMPANY Company has delivered to TSII Clarant an accurate list (which is set forth on Schedule 5.11SCHEDULE 5.12) of the accounts and notes receivable of the COMPANY, Company as of the Balance Sheet Date, including any such amounts which are not reflected in on the balance sheet Balance Sheet as of the Balance Sheet Date, and including receivables from and advances to employees and the STOCKHOLDERSStockholders. The COMPANY Within ten (10) days prior to Closing, the Company shall also provide to TSII Clarant (xa) an accurate list of all outstanding receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (yb) 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 SCHEDULE 5.12 or as disclosed by the COMPANY Company to TSII Clarant 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 SCHEDULE 5.12 and on the A/R Aging Reports are and shall be be, and the Company and the Stockholders have no reason to believe that any such account receivable is not or shall not be, collectible in the amounts shownshown (in the case of the accounts and notes receivable set forth on SCHEDULE 5.12, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of at the Balance Sheet Date, ) and net of reserves reflected in the books and records as of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable date of the COMPANY after the Balance Sheet DateA/R Aging Reports, respectively.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp)

Accounts and Notes Receivable. The COMPANY has delivered to TSII 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 STOCKHOLDERSSTOCKHOLDER. The COMPANY shall also provide to TSII (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (y) an aging of all 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 TSII in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 and on the A/R Aging Reports are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY after the Balance Sheet Date.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Travel Services International Inc)

Accounts and Notes Receivable. The COMPANY Company has delivered to TSII QSI an accurate list (which is set forth on Schedule 5.114.11) of the accounts and notes receivable of the COMPANYCompany, 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 STOCKHOLDERSStockholders. The COMPANY Company shall also provide to TSII QSI (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (y) an aging of all 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 4.11 or as disclosed by the COMPANY Company to TSII QSI in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 4.11 and on the A/R Aging Reports represent bona- fide obligations and are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY Company (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY Company after the Balance Sheet Date.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Quanta Services Inc)

Accounts and Notes Receivable. The COMPANY has delivered to TSII an accurate list (which is set forth on Schedule 5.11) of (i) all reservations that have been booked on cruises with a scheduled sailing date after the Pre-Closing Date and (ii) 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. The Prior to the Pre-Closing Date the COMPANY shall also provide to TSII (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Pre-Closing Date and (y) an aging of all 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 TSII in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 and on the A/R Aging Reports are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY after the Balance Sheet Date.balance

Appears in 1 contract

Samples: Agreement and Plan of Organization (Travel Services International Inc)

AutoNDA by SimpleDocs

Accounts and Notes Receivable. The COMPANY Company has delivered to TSII Clarant an accurate list (which is set forth on Schedule 5.11SCHEDULE 5.12) of the accounts and notes receivable of the COMPANY, Company as of the Balance Sheet Date, including any such amounts which are not reflected in the balance sheet as of at the Balance Sheet Date, and including receivables from and advances to employees and the STOCKHOLDERSStockholders. The COMPANY Within ten (10) days prior to Closing, the Company shall also provide to TSII Clarant (xa) an accurate list of all outstanding receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (yb) 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 SCHEDULE 5.12 or as disclosed by the COMPANY Company to TSII Clarant 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 SCHEDULE 5.12 and on the A/R Aging Reports are and the Company and the Stockholders have no reason to believe that any such account receivable is not or shall be not be, collectible in the amounts shownshown (in the case of the accounts and notes receivable set forth on SCHEDULE 5.12, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of at the Balance Sheet Date, ) and net of reserves reflected in the books and records as of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable date of the COMPANY after the Balance Sheet DateA/R Aging Reports, respectively.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp)

Accounts and Notes Receivable. The COMPANY Company has delivered to TSII QSI an accurate list (which is set forth on Schedule 5.114.11) of the accounts and notes receivable of the COMPANYCompany, 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 STOCKHOLDERSStockholder. The COMPANY Company shall also provide to TSII QSI (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Closing Date and (y) an aging of all 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 4.11 or as disclosed by the COMPANY Company to TSII QSI in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 4.11 and on the A/R Aging Reports represent bona-fide obligations and are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY Company (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY Company after the Balance Sheet Date.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Quanta Services Inc)

Accounts and Notes Receivable. The COMPANY has delivered to TSII VPI 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. The COMPANY shall also provide to TSII VPI (x) an accurate list of all receivables obtained subsequent to the Balance Sheet Date up to the Pre-Closing Date and (y) an aging of all 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 TSII VPI in a writing accompanying the A/R Aging Reports, the accounts, notes and other receivables shown on Schedule 5.11 and on the A/R Aging Reports are and shall be collectible in the amounts shown, net of reserves reflected in the balance sheet as of the Balance Sheet Date with respect to accounts receivable as of the Balance Sheet Date, and net of reserves reflected in the books and records of the COMPANY (consistent with the methods used for the balance sheet) with respect to accounts receivable of the COMPANY after the Balance Sheet Date.COMPANY

Appears in 1 contract

Samples: Agreement and Plan of Organization (Vacation Properties International Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.