Common use of Accounts Receivable and Accounts Payable Clause in Contracts

Accounts Receivable and Accounts Payable. (a) Schedule 2.16A sets forth an accurate list of the accounts and notes receivable of PCKO outstanding as of September 30, 2009, including an accurate aging of all such accounts and notes receivable due in 30-day aging categories. Receivables from and advances to employees are as of such date separately identified on Schedule 2.16A. The accounts and notes receivable of PCKO reflected in the Financial Statements and all such accounts and notes receivable arising thereafter and on or before the Closing Date on Schedule 2.16A arose from bona fide transactions in the ordinary course of business. The trade and other accounts and notes receivable of PCKO which are classified as current assets on the Financial Statements and/or Schedule 2.16A are bona fide receivables, are stated in accordance with Canadian GAAP and are fully collectible after giving effect to any bad-debt reserves expressly set forth in the Financial Statements. No counterclaims or offsetting claims with respect to such accounts and notes receivables are Pending nor, to Seller’s knowledge, Threatened. (b) Schedule 2.16B sets forth an accurate list of all accounts payable of PCKO as of September 30, 2009. All the accounts and notes payable reflected in the Financial Statements, and all accounts and notes payable arising thereafter and before the date hereof arose from bona fide transactions in the ordinary course of business and are stated in accordance with generally accepted accounting principles. Such accounts and notes payable (i) have either been paid, (ii) have not been outstanding for greater than three months, (iii) are not yet due and payable under Seller’s standard procedures for payment of accounts and notes payable, which procedures have been furnished to Buyer, or (iv) are being contested by Seller or PCKO, as applicable, in good faith, details of which have been provided to Buyer.

Accounts Receivable and Accounts Payable. (a) Schedule 2.16A 2.26(a) sets forth an accurate list of the accounts and notes receivable of PCKO the Company and the Subsidiaries in excess of $1,000 outstanding as of September 30, 2009a date that is within five (5) days prior to the date hereof, including an accurate aging of all such accounts amounts and notes receivable due in 30-day aging categories. Receivables from and advances to employees are employees, the Sellers and any Persons related to or Affiliated with the Sellers as of such date are separately identified on Schedule 2.16A. 2.26(a). The accounts and notes receivable of PCKO the Company and the Subsidiaries reflected in the Financial Statements and all such on Schedule 2.26(a) arose from, and the accounts receivable existing as of the date hereof and notes receivable arising thereafter and on or before the Closing Date on Schedule 2.16A arose from will have arisen from, bona fide transactions in the ordinary course of business. The trade and other accounts and notes receivable of PCKO the Company and the Subsidiaries which are classified as current assets on the Financial Statements and/or or are listed on Schedule 2.16A 2.26(a) are bona fide receivables, are stated in accordance with Canadian GAAP and are fully reasonably expected to be collectible after giving effect in the ordinary course of business, subject to any bad-debt reserves expressly set forth reserve for uncollectible debts reflected in the Financial Statements. No counterclaims or offsetting claims with respect to such accounts and notes receivables are Pending norpending or, to Seller’s knowledgethe knowledge of the Company, Threatenedthreatened. (b) Schedule 2.16B 2.26(b) sets forth an accurate list of all accounts payable of PCKO the Company and the Subsidiaries in excess of $1,000 as of September 30, 2009a date that is within five (5) days prior to the date hereof. All the accounts and notes payable reflected in the Financial Statements, Statements and all accounts and notes payable arising thereafter and before the date hereof arose arose, and before the Closing Date will have arisen, from bona fide transactions in the ordinary course of business consistent with past practice and are stated in accordance with generally accepted accounting principlesGAAP. Such All such accounts and notes payable (i) have either been paid, (ii) have not been outstanding for greater than three months, (iii) paid or are not yet due and payable under Seller’s the standard procedures for payment of accounts the Company and notes payablethe Subsidiaries, which procedures have been furnished to the Buyer, or (iv) are being contested by Seller or PCKO, as applicable, the Company and the Subsidiaries in good faith, details of which have been provided to the Buyer. (c) As of the Closing, there are no related party accounts and notes receivable or accounts payable between any Seller or his, her or its Affiliates and the Company or any Subsidiary.

Accounts Receivable and Accounts Payable. (a) Schedule 2.16A SCHEDULE 2.16 sets forth an accurate list of the accounts and notes receivable of PCKO Seller and the Subsidiaries outstanding as of September 30, 2009the Closing Date, including an accurate aging of all such accounts and notes receivable due in 30-day aging categories. Receivables from and advances to employees employees, and any entities or persons related to or affiliated with the Seller or the Subsidiaries are separately identified on SCHEDULE 2.16 as of such date separately identified on Schedule 2.16A. date. The accounts and notes receivable of PCKO Seller and the Subsidiaries reflected in the Financial Statements and all such accounts and notes receivable arising thereafter and on or before the Closing Date on Schedule 2.16A SCHEDULE 2.16 arose from bona fide BONA FIDE transactions in the ordinary course of business. The trade and other accounts and notes receivable of PCKO Seller and the Subsidiaries which are classified as current assets on the Financial Statements and/or Schedule 2.16A SCHEDULE 2.16 are bona fide BONA FIDE receivables, are stated in accordance with Canadian GAAP and generally accepted accounting principles and, to the knowledge of Seller, are fully collectible after giving effect to any bad-bad debt reserves expressly set forth in the Financial Statements. No To the knowledge of Seller, no material counterclaims or offsetting claims with respect to such accounts and notes receivables are Pending nor, to Seller’s knowledge, Threatenedpending or threatened. (b) Schedule 2.16B SCHEDULE 2.16 also sets forth an accurate list of all accounts payable of PCKO Seller and the Subsidiaries as of September 30, 2009the Closing Date. All the accounts and notes payable reflected in the Financial Statements, and all accounts and notes payable arising thereafter and before the date hereof arose from bona fide BONA FIDE transactions in the ordinary course of business and are stated in accordance with generally accepted accounting principles. Such accounts and notes payable (i) have either been paid, (ii) have not been outstanding for greater than three months, (iii) are not yet due and payable under Seller’s standard procedures for payment of accounts and notes payable, which procedures have been furnished to Buyer, or (iv) are being contested by Seller or PCKO, as applicable, in good faith, details of which have been provided to Buyer.

Accounts Receivable and Accounts Payable. (a) Schedule 2.16A sets forth an accurate list of the accounts and notes receivable of PCKO each Seller and Subsidiary outstanding as of September 30, 2009, including an accurate aging of all such accounts and notes receivable due in 30-day aging categories. Receivables from and advances to employees are as of such date separately identified on Schedule 2.16A. The accounts and notes receivable of PCKO each Seller and Subsidiary reflected in the Financial Statements and all such accounts and notes receivable arising thereafter and on or before the Closing Date on Schedule 2.16A arose from bona fide transactions in the ordinary course of business. The trade and other accounts and notes receivable of PCKO each Seller and Subsidiary which are classified as current assets on the Financial Statements and/or Schedule 2.16A are bona fide receivables, are stated in accordance with Canadian GAAP and are fully collectible after giving effect to any bad-debt reserves expressly set forth in the Financial Statements. No counterclaims or offsetting claims with respect to such accounts and notes receivables are Pending nor, to any Seller’s knowledge, Threatened. (b) Schedule 2.16B sets forth an accurate list of all accounts payable of PCKO each Seller and Subsidiary as of September 30, 2009. All the accounts and notes payable reflected in the Financial Statements, and all accounts and notes payable arising thereafter and before the date hereof arose from bona fide transactions in the ordinary course of business and are stated in accordance with generally accepted accounting principles. Such accounts and notes payable (i) have either been paid, (ii) have not been outstanding for greater than three months, (iii) are not yet due and payable under Seller’s the standard procedures of PowerComm for payment of accounts and notes payable, which procedures have been furnished to Buyer, or (iv) are being contested by a Seller or PCKOSubsidiary, as applicable, in good faith, details of which have been provided to Buyer.

Accounts Receivable and Accounts Payable. (a) Schedule 2.16A sets forth an accurate list of the accounts and notes receivable of PCKO Northern Services and TRON outstanding as of September 30, 2009, including an accurate aging of all such accounts and notes receivable due in 30-day aging categories. Receivables from and advances to employees are as of such date separately identified on Schedule 2.16A. The accounts and notes receivable of PCKO Northern Services and TRON reflected in the Financial Statements and all such accounts and notes receivable arising thereafter and on or before the Closing Date on Schedule 2.16A arose from bona fide transactions in the ordinary course of business. The trade and other accounts and notes receivable of PCKO Northern Services and TRON which are classified as current assets on the Financial Statements and/or Schedule 2.16A are bona fide receivables, are stated in accordance with Canadian GAAP and are fully collectible after giving effect to any bad-debt reserves expressly set forth in the Financial Statements. No counterclaims or offsetting claims with respect to such accounts and notes receivables are Pending nor, to Seller’s knowledge, Threatened. (b) Schedule 2.16B sets forth an accurate list of all accounts payable of PCKO Northern Services and TRON as of September 30, 2009. All the accounts and notes payable reflected in the Financial Statements, and all accounts and notes payable arising thereafter and before the date hereof arose from bona fide transactions in the ordinary course of business and are stated in accordance with generally accepted accounting principles. Such accounts and notes payable (i) have either been paid, (ii) have not been outstanding for greater than three months, (iii) are not yet due and payable under Seller’s standard procedures for payment of accounts and notes payable, which procedures have been furnished to Buyer, or (iv) are being contested by Seller Seller, Northern Services or PCKOTRON, as applicable, in good faith, details of which have been provided to Buyer.