Common use of Accounts Receivable and Advances Clause in Contracts

Accounts Receivable and Advances. Exhibit 3.12 contains a true and accurate schedule of all accounts receivable of the Company in excess of $5,000 and originating on or prior to October 31, 2001, and all loans and advances to third parties ("Advances"). Except as disclosed on Exhibit 3.12, (a) each account receivable of the Company (collectively, the "Accounts Receivable") represents a sale made in the ordinary course of business other than to Affiliates and which arose pursuant to an enforceable written Contract for a bona fide sale of goods or for services performed, and the Company has performed all of its obligations to produce the goods or perform the services to which such Account Receivable relates, and (b) to the best of Sellers' knowledge, no Account Receivable or Advance, in each case in excess of $1,000, is subject to any claim for reduction, counterclaim, set-off, recoupment or other claim for credit, allowances or adjustments by the obligor thereof. Except as reserved against in the Financial Statements, all Accounts Receivable and Advances are collectible in full within 90 days of their origination.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Certified Services Inc), Stock Purchase Agreement (Certified Services Inc)

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Accounts Receivable and Advances. (a) Exhibit 3.12 contains a true and accurate schedule of all accounts receivable of the Company in excess of $5,000 and originating on or prior to October 31Company, 2001, and all loans and ("Loans") or advances to third parties ("Advances"). ) from the Company to all Persons, and all Loans or Advances to the Company from all Persons. (b) Except as disclosed on Exhibit 3.12, , (ai) each account receivable of the Company (collectively, the "Accounts Receivable") represents a sale made in the ordinary course of business other than to Affiliates and which arose pursuant to an enforceable written Contract for a bona fide sale of goods or for services performed, and the Company has performed all of its obligations to produce the goods or perform the services to which such Account Receivable relates, and relate; and (bii) to the best of Sellers' the Seller's and the Company's knowledge, no Account Receivable or Advance, in each case in excess of $1,000, Loan or Advance is subject to any claim for reduction, counterclaim, set-off, recoupment or other claim for credit, allowances or adjustments by the obligor thereof. . (c) Except as reserved against in the Financial Statements, all Accounts Receivable and Advances are collectible in full within 90 days of their origination.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pacel Corp)

Accounts Receivable and Advances. Exhibit 3.12 (a) EXHIBIT 3.13 contains a true and accurate schedule of all accounts receivable of the Company in excess of $5,000 and originating on or prior to October 31, 2001, and all loans and advances to third parties all Persons ("Advances"). . (b) Except as disclosed on Exhibit 3.12, EXHIBIT 3.13, (ai) each account receivable of the Company (collectively, the "Accounts Receivable") represents a sale made in the ordinary course of business other than to Affiliates and which arose pursuant to an enforceable written Contract for a bona fide sale of goods or for services performed, and the Company has performed all of its obligations to produce the goods or perform the services to which such Account Receivable relates, and relate; and (bii) to the best of Sellers' the Seller's and the Company's knowledge, no Account Receivable or Advance, in each case in excess of $1,000, Advance is subject to any claim for reduction, counterclaim, set-off, recoupment or other claim for credit, allowances or adjustments by the obligor thereof. . (c) Except as reserved against in the Financial Statements, all Accounts Receivable and Advances are collectible in full within 90 days of their origination.

Appears in 1 contract

Samples: Stock Purchase Agreement (Vacation Ownership Marketing Inc)

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Accounts Receivable and Advances. Exhibit 3.12 2.12 contains a true and accurate schedule list of all accounts receivable of the Company in excess of $5,000 10,000 and originating on or prior to October 31July 1, 20011999, and all loans and advances to third parties ("Advances"). Except as disclosed on Exhibit 3.122.12, (a) each account receivable of the Company (collectively, the "Accounts Receivable") " represents a sale made in the ordinary course of business other than to Affiliates and which arose pursuant to an enforceable written Contract for a bona fide sale of goods or for services performed, and the Company has performed all of its obligations to produce the goods or perform the services to which such Account Receivable relates, and (b) to the best of Sellers' Seller's knowledge, no Account Receivable or Advance, in each case in excess of $1,00010,000, is subject to any claim for reduction, counterclaim, set-off, recoupment or other claim for credit, allowances or adjustments by the obligor thereof. Except as reserved against in the Financial Statements, all Accounts Receivable and Advances are collectible in full within 90 days of their origination.obligation

Appears in 1 contract

Samples: Stock Purchase Agreement (Cheshire Distributors Inc)

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