Accounts Payable; Accounts Receivable. (a) All accounts payable of the Company arose in bona fide arm’s length transactions in the ordinary course of business and no such account payable is delinquent in its payment. The reserves set forth on the Company Audited Balance Sheet and the Company Interim Balance Sheet against the accounts receivable for bad debts have been calculated in an appropriate manner consistent with Singapore FRS and with the past practices of the Company. Since the Balance Sheet Date, the Company has paid its accounts payable in the ordinary course of its business and in a manner which is consistent with its past practices. The Company has not had any account payable to any person who is affiliated with it or any of its directors, officers, employees or shareholders.
(b) Schedule 3.22(b) sets forth a list of all accounts receivable of the Company, whether billed or unbilled, as of the Balance Sheet Date, together with an aging schedule (of only billed accounts receivable) indicating a range of days elapsed since original invoice, and indicating the amounts of allowances for doubtful accounts. None of such accounts receivable have been reinvoiced since the original invoice date. All of the accounts receivable of the Company are valid and enforceable claims, are subject to no set-off or counterclaim and are fully collectible within thirty (30) days of the date hereof, less an amount not in excess of the allowance for doubtful accounts provided for on the Interim Balance Sheet. Since the Balance Sheet Date, the Company has collected its accounts receivable in the ordinary course of its business and in a manner which is consistent with past practices and has not accelerated any such collections. The Company has not had any accounts receivable or loans receivable from any person which is affiliated with it or any of its directors, officers, employees or stockholders. All of the accounts receivable, whether billed or unbilled, of the Company arose in the ordinary course of business, consistent with past practices, are carried at net realizable values and do not represent obligations for goods sold on consignment, on approval or on a sale or return basis or subject to any other repurchase or return arrangement. None of the accounts receivable of the Company is subject to any claim of offset, recoupment, setoff or counter-claim, and, to the Company’s Knowledge, there are no facts or circumstances (whether asserted or unasserted) that could give rise to any such claim. None of the a...
Accounts Payable; Accounts Receivable. (a) Except as set forth on Schedule 3.23, all of the Accounts Payable represent bona fide transactions in the Ordinary Course of Business of Seller or one or more of its Subsidiaries as to which performance has been rendered. All of the Accounts Payable are for purchases of goods or services from suppliers of the Business, none of which is an Affiliate of Seller.
(b) All of the Accounts Receivable are valid and legally binding, represent bona fide transactions and arose in the Ordinary Course of Business of Seller or one or more of the Selling Affiliates. Since the Balance Sheet Date, there have not been any write-offs as uncollectible of any Accounts Receivable, except for write-offs in the Ordinary Course of Business. All of the Accounts Receivable are for sales of goods or services to customers of the Business, none of which is an Affiliate of Seller.
Accounts Payable; Accounts Receivable. Each of the accounts payable, accounts receivable (and any reserves or allowances thereto) and notes receivable of the Company arose from bona fide transactions consummated in the ordinary course of business and has been calculated and recorded in accordance with GAAP. No contra account, set-off, defense, counterclaim, allowance or adjustment has been asserted or, to the Knowledge of the Company, threatened by any of the account debtors of such accounts receivable and notes receivable. The execution of this Agreement or the occurrence of the Closing of the transactions set forth herein shall not give cause to any acceleration or discounting in the accounts receivable or increase in the accounts payable. There have been no material write-offs or delays in collection of notes and accounts receivable as a result of or otherwise arising out of the COVID-19 virus or COVID-19-related Laws or Orders through the Closing Date. As of the date hereof, the Company does not expect there to be any, and, to the Knowledge of the Company, there is no reasonable basis for, any material write-offs or delays in collection of notes and accounts receivable following the Closing Date as a result of or otherwise arising out of the COVID-19 virus or COVID-19-related Laws or Orders.
Accounts Payable; Accounts Receivable. (a) All accounts payable of the Company as set forth on Schedule 3.24(a) arose in bona fide arm’s length transactions in the ordinary course of business and no account payable in excess of $5,000 is delinquent in its payment. Since its inception, the Company has paid its accounts payable in the ordinary course of business and in a manner which is consistent with its past practices.
(b) All of the accounts receivable of the Company as set forth on Schedule 3.24(b) are valid and enforceable claims, are not subject to any set-off or counterclaim. Since its inception, the Company has collected its accounts receivable in the ordinary course of business and in a manner which is consistent with past practices and has not accelerated any such collections.
Accounts Payable; Accounts Receivable. Since December 31, 2003, the accounts and notes payable and other accrued expenses of the Company are and have been paid in the ordinary course of business in a manner consistent with past practice. All accounts receivable of the Company represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business and since December 31, 2003, are being collected in the ordinary course of business in a manner consistent with past practice, and as to which reserves have been maintained on the Company's books and records which are adequate in accordance with GAAP and calculated consistent with past practice.
Accounts Payable; Accounts Receivable. Except as would not reasonably be expected to be, individually or in the aggregate, material to the Acquired Companies or the Business, taken as a whole, (a) all accounts payable of the Business that are reflected in the Unaudited Financial Information (except as specifically set forth therein) and all accounts payable of the Business arising since the date of the Latest Balance Sheet are valid obligations of one of the Acquired Companies and have arisen only from bona fide arm’s length transactions in the ordinary course of business, and all such accounts payable have either been paid, are not yet due and payable in the ordinary course of business, are being contested by the Acquired Companies in good faith (and appropriate reserves established therefor), and if not paid, have been properly recorded, (b) all accounts receivable of the Business that are reflected in the Unaudited Financial Information (except as specifically set forth therein) and all accounts receivable of the Business arising since the date of the Latest Balance Sheet are held by one or more of the Acquired Companies and are valid obligations and have arisen only from bona fide arm’s length transactions in the ordinary course of business and are not subject to defenses, credits, setoffs or counterclaims and (c) all of the outstanding receivables deemed uncollectible have been reserved against in the Unaudited Financial Information in accordance with GAAP.
Accounts Payable; Accounts Receivable. (a) All accounts receivable of the Company and its Subsidiaries have arisen from bona fide transactions and represent arm’s length sales made in the ordinary course of business to Persons that are not Affiliates of the Company and, to the extent not previously collected, are fully collectible, net of the allowance for doubtful accounts (on an aggregate basis), in the ordinary course of business. None of such accounts receivable is subject to any valid contest, claim, defense, counterclaim or right of setoff other than credits, returns and allowances arising in the ordinary course of business. The reserves, allowances and discounts with respect to such accounts receivable were and are adequate and consistent in extent with reserves, allowances and discounts previously maintained by the Company in the ordinary course of business. No Person has any Encumbrance on any such accounts receivable or any part thereof, and no agreement, for deduction, free goods, discount or other deferred price or quantity adjustment has been made with respect to any such accounts receivable.
(b) Since January 1, 2017, neither the Company nor any of its Subsidiaries has (i) collected its accounts receivable other than in the ordinary course of business; (ii) accelerated or otherwise altered its collection practices; or (iii) written off or written down any of its accounts receivable.
(c) All of each of the Company’s and its Subsidiaries’ accounts payable and accrued Liabilities, in each case reflected in the financial statements of the Company or incurred since January 1, 2017, have arisen from bona fide transactions in the ordinary course of business and have been reduced by sufficient reserves, in accordance with GAAP, for bad debts, returns, allowances and customer promotional allowances reflected on the financial statements, and are adequate and consistent in extent with reserves, allowances and discounts previously maintained by the Company in the ordinary course of business.
(d) Since January 1, 2017, the Company and of its Subsidiaries has paid its accounts payable in the ordinary course of business, has not delayed payments on any such accounts payable and has not altered the payment terms thereunder.
Accounts Payable; Accounts Receivable. (a) Not later than 10 days after the Effective Time, the Seller shall furnish to Buyer a list of any Accounts Receivable outstanding as of the Effective Time and of any accounts payable ("Accounts Payable") that are payable by Seller after the Effective Time; it being understood that Buyer is not a collection agent and that Buyer will not obtain a license as a collection agency. For a period of 120 days after the Effective Time, Buyer shall on a best effort basis and without other compensation collect the Accounts Receivable, net of any applicable agency commission or prompt payment discount, and Buyer shall pay the Accounts Payable for Seller. Within 15 days after the last day of each calendar month during the 120 day period, Buyer shall remit to Seller the amount collected by Buyer during that month with respect to the Accounts Receivable (net of sales commissions payable and paid to agencies or employees of the Stations and BMS or brokers) less the amount paid by Buyer with respect to the Accounts Payable and Buyer shall provide Seller with a report setting forth the Accounts Receivable collected by Buyer during that particular month and the Accounts Payable paid by Buyer during that particular month (and if the amount of the Accounts Payable paid exceeds the net amount of the Accounts Receivable collected, Seller shall promptly pay such excess to Buyer). Buyer shall furnish Seller with such records and other information as Seller may reasonably require to verify the amounts collected by Buyer with respect to the Accounts Receivable or paid with respect to the Accounts Payable.
(b) For the purpose of determining amounts collected by Buyer with respect to the Accounts Receivable (other than the Accounts Receivable from the account debtors listed on schedule 6.4
(a) (the "120 Day Debtors")), (i) in the absence of a bona fide dispute between such an account debtor of the Seller or its representative and the Seller, all payments by such account debtor shall first be applied to Accounts Receivable due from such account debtor (it being understood that for the purposes of this section an account debtor will be deemed to be the ultimate beneficiary of the broadcasting time generated by a particular purchase, that is, for example, in the case of a purchase undertaken by an advertising agency, on behalf or for the benefit of a particular client, the client for whom the particular purchase was undertaken shall be deemed to be the account debtor for purposes of th...
Accounts Payable; Accounts Receivable. (a) All accounts receivable of the Acquired Companies were acquired or arose from sales actually made or services actually performed in the ordinary course of business that represent bona fide transactions and valid claims, are not subject to any setoff, counterclaim or Legal Proceeding and are enforceable in accordance with their terms, except to the extent of any specific reserves against such accounts receivable are reflected on the Company SEC Documents.
(b) All accounts payable of the Acquired Companies arose in bona fide, arm’s-length transactions in the ordinary course of business, and no account payable of the Acquired Companies is delinquent more than 30 days in its payment.
Accounts Payable; Accounts Receivable. (a) All accounts payable of the Company arose in bona fide arm’s length transactions in the ordinary course of business and no such account payable is delinquent in its payment. Since December 31, 2009, the Company has paid its accounts payable in the ordinary course of its business and in a manner which is consistent with its past practices. The Company does not have any account payable to any person which is affiliated with it or any of its directors, officers, employees or stockholders.
(b) All of the accounts receivable of the Company are valid and enforceable claims, are subject to no set-off or counterclaim (except for the Company’s right to apply payments previously received and booked as deferred revenue against such accounts receivable), and are, to the Knowledge of the Company, collectible in the normal course of business, after deducting the reserve for doubtful accounts stated in the Company Interim Balance Sheet, which reserve is in accordance with GAAP. Since December 31, 2009, the Company has collected its accounts receivable in the ordinary course of its business and in a manner which is consistent with past practices and has not accelerated any such collections. The Company does not have any accounts receivable or loans receivable from any person which is affiliated with it or any of its directors, officers, employees or stockholders.
