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Common use of Bank Accounts; Receivables Clause in Contracts

Bank Accounts; Receivables. (a) Part 2.7(a) of the Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution. (b) Part 2.7(b) of the Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company as of March 31, 1999. Except as set forth in Part 2.7(b) of the Disclosure Schedule, all existing accounts receivable of the Company (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March 31, 1999 and have not yet been collected) (i) represent valid obligations of customers of the Company arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the Company to be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts and sales returns not to exceed $25,000 in the aggregate).

Appears in 2 contracts

Samples: Merger Agreement (Messagemedia Inc), Merger Agreement (Softbank Holdings Inc Et Al)

Bank Accounts; Receivables. (a) Part 2.7(a) of the Company Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, information with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution. Such information consists of the name of the bank or financial institution, the account number and the balance as of March 31, 2001. (b) Part 2.7(b) of the Company Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company as of March 31, 19992001. Except as set forth in Part 2.7(b) of the Company Disclosure Schedule, all existing accounts receivable of the Company (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March 31, 1999 2001 and have not yet been collected) (i) represent valid obligations of customers of the Company arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the current. The Company to has no Knowledge that such accounts receivable would not be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts and sales returns not to exceed $25,000 5,000 in the aggregate).

Appears in 1 contract

Samples: Merger Agreement (Mitokor)

Bank Accounts; Receivables. (a) Part 2.7(a) of the Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, information with respect to each account maintained by or for the benefit of the Company or the Subsidiary at any bank or other financial institution. (b) Part 2.7(b) of the Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company (on a consolidated basis) as of March October 31, 19992006. Except as set forth in Part 2.7(b) of the Disclosure Schedule, all existing accounts receivable of the Company and the Subsidiary (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March October 31, 1999 2006 and have not yet been collected) (i) represent valid obligations of customers of the Company or the Subsidiary arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the Company to will be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts and sales returns not to exceed $25,000 in the aggregate).

Appears in 1 contract

Samples: Merger Agreement (Websense Inc)

Bank Accounts; Receivables. (a) Part 2.7(a) of the Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, information with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution including the name of the bank or financial institution, the account number and the balance as of the date hereof. (b) Part 2.7(b) of the Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company as of March December 31, 1999. Except as set forth in Part 2.7(b) of the Disclosure Schedule, all existing accounts receivable of the Company (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March December 31, 1999 and have not yet been collected) (i) represent valid obligations of customers of the Company arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the Company to will be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts and sales returns not to exceed $25,000 10,000 in the aggregate).

Appears in 1 contract

Samples: Merger Agreement (Copper Mountain Networks Inc)

Bank Accounts; Receivables. (a) Part 2.7(a) of the Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution. (b) Part 2.7(b) of the Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company as of March 31, 1999. Except as set forth in Part 2.7(b) of the Disclosure Schedule, all existing accounts receivable of the Company (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March 31, 1999 and have not yet been collected) (i) represent valid obligations of customers of the Company arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the Company to will be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts of $74,000 and of an allowance for the sales returns not to exceed of $25,000 in the aggregate50,000).

Appears in 1 contract

Samples: Merger Agreement (Messagemedia Inc)

Bank Accounts; Receivables. (a) Part 2.7(a) of the Company Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, information with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution including the name of the bank or financial institution, the account number and the balance as of February 29, 2000. (b) Part 2.7(b) of the Company Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company as of March 31February 29, 19992000. Except as set forth in Part 2.7(b) of the Company Disclosure Schedule, all existing accounts receivable of the Company (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March 31February 29, 1999 2000 and have not yet been collected) (i) represent valid obligations of customers of the Company arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the Company to knows of no reason why such obligations will not be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts and sales returns not to exceed $25,000 50,000 in the aggregate).

Appears in 1 contract

Samples: Merger Agreement (Vitesse Semiconductor Corp)

Bank Accounts; Receivables. (a) Part 2.7(a) of the Company Disclosure Schedule provides accurate information, including bank name, bank contact information, account number, authorized signatories and most recent available balance, information with respect to each account maintained by or for the benefit of the Company at any bank or other financial institution. Such information consists of the name of the bank or financial institution, the account number and the balance as of the date hereof. (b) Part 2.7(b) of the Company Disclosure Schedule provides an accurate and complete breakdown and aging of all accounts receivable, notes receivable and other receivables of the Company as of March 31April 30, 19992000. Except as set forth in Part 2.7(b) of the Company Disclosure Schedule, all existing accounts receivable of the Company (including those accounts receivable reflected on the Unaudited Interim Balance Sheet that have not yet been collected and those accounts receivable that have arisen since March 31April 30, 1999 2000 and have not yet been collected) (i) represent valid obligations of customers of the Company arising from bona fide transactions entered into in the ordinary course of business, and (ii) are current and are reasonably expected by the Company to be collected in full when due, without any counterclaim or set off (net of an allowance for doubtful accounts and sales returns not to exceed $25,000 5,000 in the aggregate).

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Maxim Pharmaceuticals Inc)