Accounts Receivable (Other than Guest Ledger). (i) On the Closing Date, the Seller shall assign to the Buyer all Accounts Receivable that are 90 days or less past due as of the Closing (the “Assigned Accounts Receivable”), the Buyer shall pay to the Seller an amount equal to 100% of all Accounts Receivable that are 90 days or less past due as of the Closing Date and shall not credit to the Seller any amounts for Accounts Receivable more than 90 days past due as of the Closing Date. The Buyer shall have the sole right to collect and retain all such Assigned Accounts Receivable. If any Assigned Accounts Receivable are paid to the Seller after the Closing, the Seller shall pay to the Buyer the amounts received by the Seller within 10 days after receipt of such amounts without any commission or deduction for the Seller.
(ii) After the Closing, the Seller shall retain the right to collect all Accounts Receivable other than the Guest Ledger which is addressed in subsection 10.3(a), and the Assigned Accounts Receivable, which is addressed in subsection 10.3(b)(i) (such retained Accounts Receivable, the “Retained Accounts Receivable”). The Seller shall not receive a credit for the Retained Accounts Receivable. The Seller shall have the sole right to collect the Retained Accounts Receivable. If any Retained Accounts Receivable are paid to the Buyer after the Closing, the Buyer shall pay to the Seller the amounts received by the Buyer within 10 days after receipt of such amounts without any commission or deduction for the Buyer.
(iii) The Accounts Receivable addressed in this subsection 10.3(b) shall not include the Guest Ledger, which is addressed in subsection 10.3(a).
(iv) The parties’ obligations under this subsection 10.3(b) shall survive the Closing.
Accounts Receivable (Other than Guest Ledger). After the Closing, the Seller shall retain the right to collect all Accounts Receivable other than the Guest Ledger which is addressed in SECTION 9.3(a) (such retained Accounts Receivable, the “Retained Accounts Receivable”). The Seller shall not receive a credit for the Retained Accounts Receivable. The Seller shall have the sole right to collect the Retained Accounts Receivable. If any Retained Accounts Receivable are paid to the Buyer after the Closing, the Buyer shall pay to the Seller the amounts received by the Buyer within 10 days after receipt of such amounts without any commission or deduction for the Buyer. The provisions of ARTICLE IX and the obligations of the Seller and the Buyer thereunder shall survive the Closing.
Accounts Receivable (Other than Guest Ledger). At Closing, Seller shall receive a credit for all Accounts Receivable (other than the Guest Ledger which is addressed in Section 11.3.1) which are unpaid for less than ninety (90) days, and Purchaser shall be entitled to all amounts collected for such Accounts Receivable. Seller shall retain the right to collect all Accounts Receivable that are unpaid for ninety (90) days or more (the “Aging Receivables”), and Purchaser shall not receive a credit for the Aging Receivables. Purchaser shall cooperate with Seller in collecting the Aging Receivables, at no cost or expense to Purchaser other than any de minimis cost and expense or any cost or expense which Seller agrees in writing to reimburse. Any amounts received by either Party shall be applied first against the oldest Accounts Receivable, including any Aging Receivables, outstanding for the Person paying such amounts; provided, however, that if the payor has designated the invoice against which the amount received should be applied, such amount shall be applied to the Accounts Receivable reflected in such invoice. If any Aging Receivables are paid to Purchaser after the Closing, Purchaser shall pay to Seller an amount equal to such Aging Receivables within ten (10) days after Purchaser’s receipt of such Aging Receivables, without any commission or deduction for Purchaser.
Accounts Receivable (Other than Guest Ledger). Seller shall retain the right to collect all Accounts Receivable (other than the Guest Ledger which is addressed in Section 11.3.1), and Purchaser shall not receive a credit for the Accounts Receivable. Purchaser shall cooperate with Seller in collecting the Accounts Receivable, at no cost or expense to Purchaser other than any de minimis cost and expense, or any cost or expense which Seller agrees in writing to reimburse. If any Accounts Receivable are paid to Purchaser after the Closing, Purchaser shall pay to Seller the amounts received by Purchaser within five (5) days after receipt of such amounts, without any commission or deduction for Purchaser.
Accounts Receivable (Other than Guest Ledger). Seller will retain the right to collect all Accounts Receivable (other than the Guest Ledger which is addressed in Appendix 8.1(b)(i) above), and Purchaser will not receive a credit for such Accounts Receivable. Purchaser will cooperate with Seller in collecting the Accounts Receivable, at no cost or expense to Purchaser. If any such Accounts Receivable are paid to Purchaser after the applicable Closing, Purchaser will remit such payments to Seller, in the same form as received.
Accounts Receivable (Other than Guest Ledger). At Closing, Seller shall receive no credit for any Accounts Receivable (other than the Guest Ledger which is addressed in Section 11.3.1 hereof) and all rights thereto shall be retained by Seller, who reserves the right to collect and retain such Accounts Receivable, Purchaser agrees to cooperate reasonably and at no cost with Seller in Seller’s efforts to collect such Accounts Receivable. If at any time after the Closing Purchaser shall receive any such Accounts Receivable allocable to the period prior to the Cut-Off Time, Purchaser shall promptly remit the same to Seller provided however any Accounts Receivable collected by Purchaser shall be applied first to current Accounts Receivable owed from and after the Cut-Off Time and then to Accounts Receivable attributable to the period of time prior to the Cut-Off Time in the inverse order in which they became due and payable. The parties agree that such Accounts Receivable (other than the Guest Ledger which is addressed in Section 11.3.1 hereof), shall be deemed to constitute “Excluded Property” for purposes of this Mater Purchase and Sale Agreement, anything herein to the contrary notwithstanding.
Accounts Receivable (Other than Guest Ledger). Seller shall retain the right to collect all Accounts Receivable (other than the Guest Ledger which is addressed in Section 1), and Purchaser shall not receive a credit for such Accounts Receivable. Purchaser shall cooperate with Seller in collecting the Accounts Receivable, at no cost or expense to Purchaser other than any de minimis cost and expense or any cost or expense which Seller agrees in writing to reimburse. If any such Accounts Receivable are paid to Purchaser after the Closing, Purchaser shall remit such payments to Seller, in the same form as received, on a bi-weekly basis, without any commission or deduction for Purchaser.
Accounts Receivable (Other than Guest Ledger). (i) At Closing, subject to the requirements of Section 9.15, all Accounts Receivable (other than in respect of the Guest Ledger which is addressed in subsection 9.7(a) above) shall belong to Buyer and Buyer shall have the sole right to collect and retain all amounts collected with respect to such Accounts Receivable. At Closing, Seller shall receive a credit in an amount equal to the sum of: (I) 100% of all Accounts Receivable that are 30 days or less past due as of the Closing Date; (II) 90% of all Accounts Receivable that are 31-60 days past due as of the Closing Date and (III) 80% of all Accounts Receivable that are more than 61 days past due as of the Closing Date.
(ii) The Accounts Receivable addressed in this subsection 9.7(b) shall not include the Guest Ledger, which is addressed in subsection 9.7(a).
Accounts Receivable (Other than Guest Ledger). (i) On the Closing Date Seller shall assign to Buyer all Accounts Receivable that are 90 days or less past due as of the Cut-Off Time (the “Assigned Accounts Receivable”), and Buyer shall pay to Seller an amount equal to the sum of the following for all Accounts Receivable: (i) 100% of all the Assigned Accounts Receivable that are 30 days or less past due as of the Cut-Off Time; (ii) 90% of all the Assigned Accounts Receivable that are 31-60 days past due as of the Cut-Off Time; and (iii) 50% of all the Assigned Accounts Receivable that are 61-90 days past due as of the Cut-Off Time. Buyer shall have the sole right to collect and retain all such Assigned Accounts Receivable. After Closing, Seller shall retain the right to collect all Accounts Receivable other than the Assigned Accounts Receivable (the “Retained Accounts Receivable”). Seller shall have the sole right to collect the Retained Accounts Receivable. If after Closing (i) any Retained Accounts Receivable are paid to Buyer or (ii) Buyer collects more than the applicable percentage of the face amount of any applicable Assigned Accounts Receivable, Buyer shall pay to Seller such amounts within ten (10) Business Days after receipt of such amounts without any commission or deduction.
(ii) The Accounts Receivable addressed in this Section 10.2(b) shall not include the Guest Ledger, which is addressed in Section 10.2(a).
Accounts Receivable (Other than Guest Ledger). On the Closing Date, Seller shall assign to Purchaser all of Seller’s right, title and interest in and to all Accounts Receivable that are past due as of the Closing (such assigned Accounts Receivable, being the “Assigned Accounts Receivable”), and Purchaser shall pay to Seller an amount equal to 100% of the Assigned Accounts Receivable. The Assigned Accounts Receivable addressed in this Section 2(b) of this Schedule 2 shall not include the Guest Ledger, which is addressed in Section 3(a) of this Schedule 2.
