Common use of Accounts Receivable and Payable Clause in Contracts

Accounts Receivable and Payable. Subject to any reserves set forth in the Interim Balance Sheet, all accounts receivable of the Company shown on the Interim Balance Sheet and all accounts receivable of the Company arising from and after the date of the Interim Balance Sheet and to including the Closing Date, are valid receivables subject to no setoffs or counterclaims, represent and will represent bona fide claims against debtors for sales and other charges, and are not subject to discount except for normal cash and immaterial trade discounts. The amount carried for doubtful accounts and allowances disclosed in the Interim Balance Sheet are sufficient to provide for any losses which may be sustained on realization of the receivables. The amounts carried as reserves for expenses, including all expenses for services rendered and goods purchased, and warranty claims on the Interim Balance Sheet are sufficient for the payment of (a) expenses incurred prior to the Closing Date, other than Transaction Expenses, (b) current warranty claims and (c) warranty claims which arise prior to twelve (12) months from the date of the Interim Balance Sheet. There are no unpaid invoices or bills representing amounts alleged to be owed by the Company, or other alleged obligations of the Company, which the Company has disputed or determined to dispute or refuse to pay.

Accounts Receivable and Payable. Subject to any reserves set forth in the Interim Balance Sheet, all accounts receivable of the Company shown on the Interim Balance Sheet and and, as of the Closing Date, all accounts receivable of the Company arising from and after the date of the Interim Balance Sheet and to including shown on the Closing DateBalance Sheet, are valid receivables subject to no setoffs or counterclaims, represent and will represent bona fide claims against debtors for sales and other charges, and are not subject to discount except for normal cash and immaterial trade discounts. The amount carried for doubtful accounts and allowances disclosed in the Interim Balance Sheet are sufficient to provide for any losses which may be sustained on realization of the receivables. The amounts carried as reserves for expenses, including including, without limitation, all expenses for services rendered and goods purchased, and warranty claims on the Interim Balance Sheet Sheets are sufficient for the payment of (ai) expenses incurred prior to the Closing Date, other than Transaction Expenses, Expenses (bii) current warranty claims and (ciii) warranty claims which arise prior to twelve (12) months from the date of the Interim Balance Sheet. There are no unpaid invoices or bills representing amounts alleged to be owed by the Company, or other alleged obligations of the Company, which the Company has disputed or determined to dispute or refuse to pay.

Accounts Receivable and Payable. Subject to any reserves set forth in the Interim Annual Balance Sheet, all accounts receivable of the each Company shown on the Interim Annual Balance Sheet and and, as of the Closing Date, all accounts receivable of the each Company arising from and after the date of the Interim Balance Sheet and to including shown on the Closing DateStatement, are valid receivables subject to no setoffs or counterclaims, represent and will represent bona fide claims against debtors for sales and other charges, and are not subject to discount except for normal cash and immaterial trade discounts. The amount carried for doubtful accounts and allowances disclosed in the Interim Annual Balance Sheet are sufficient to provide for any losses which may be sustained on realization of the receivables. The amounts carried as reserves for expenses, including including, without limitation, all expenses for services rendered and goods purchased, and warranty claims on the Interim Annual Balance Sheet Sheets are sufficient for the payment of (ai) expenses incurred prior to the Closing Date, other than Transaction Expenses, Expenses (bii) current warranty claims and (ciii) warranty claims which arise prior to twelve (12) months from the date of the Interim Annual Balance Sheet. There are no unpaid invoices or bills representing amounts alleged to be owed by the any Company, or other alleged obligations of the any Company, which the any Company has disputed or determined to dispute or refuse to pay.

Accounts Receivable and Payable. Subject to any reserves set forth in the Interim Annual Balance Sheet, all accounts receivable of the Company shown on the Interim Annual Balance Sheet and and, as of the Closing Date, all accounts receivable of the Company arising from and after the date of the Interim Balance Sheet and to including shown on the Closing DateBalance Sheet, are valid receivables subject to no setoffs or counterclaims, represent and will represent bona fide claims against debtors for sales and other charges, and are not subject to discount except for normal cash and immaterial trade discounts. The amount carried for doubtful accounts and allowances disclosed in the Interim Annual Balance Sheet are sufficient to provide for any losses which may be sustained on realization of the receivables. The amounts carried as reserves for expenses, including including, without limitation, all expenses for services rendered and goods purchased, and warranty claims on the Interim Annual Balance Sheet Sheets are sufficient for the payment of (ai) expenses incurred prior to the Closing Date, other than Transaction Expenses, Expenses (bii) current warranty claims and (ciii) warranty claims which arise prior to twelve (12) months from the date of the Interim Annual Balance Sheet. There are no unpaid invoices or bills representing amounts alleged to be owed by the Company, or other alleged obligations of the Company, which the Company has disputed or determined to dispute or refuse to pay.