Common use of Closing Accounts Receivables Clause in Contracts

Closing Accounts Receivables. In the event that any portion of the Accounts Receivables existing at the Closing Date (the “Closing Accounts Receivable”) and assigned to the Buyer have not been collected on the date that is 120 days following the Closing Date (such portion, the “Unpaid Accounts Receivable Amount”), then Seller shall promptly pay to Buyer the Unpaid Accounts Receivable Amount, in immediately available funds, which obligation shall be a joint and several obligation of Seller and the Principals (or at Buyer’s election, Buyer may withdraw such amount from the Escrow Funds), at which point Buyer will re-assign such Closing Accounts Receivable to Seller. If Buyer collects any payment in cash with respect to any of the Unpaid Accounts Receivable Amount paid to Buyer by Seller pursuant to the immediately preceding sentence following the date of such payment, then Buyer shall at its election, pay the amount so collected to Seller or deposit such amount in the Escrow Funds from which it was withdrawn. Without limiting Buyer’s rights and remedies under this Section 8.11, if: (a) Buyer collects any amount from a customer after the Closing Date with respect to an Account Receivable from such customer; and (b) there are Closing Accounts Receivable from such customer to Buyer that have not been satisfied in full, then Buyer shall apply the amount collected to reduce the oldest account receivable from such customer that has not been satisfied in full and that is not in genuine dispute. Any payments made by Seller or Buyer pursuant to this Section 8.11 shall be adjustments to the Final Purchase Price.

Closing Accounts Receivables. In the event that any portion of the Accounts Receivables of the Company existing at the Closing Date (the “Closing Accounts Receivable”) and assigned to the Buyer have not been collected on the date that is 120 90 days following the Closing Date (such portion, the “Unpaid Accounts Receivable Amount”), then Seller the Sellers shall promptly pay to Buyer the Unpaid Accounts Receivable Amount, in immediately available funds, which obligation shall be a joint and several obligation of Seller and the Principals Sellers (or at Buyer’s election, Buyer may withdraw such amount from the Escrow Funds), at which point Buyer will re-assign such Closing Accounts Receivable to Seller. If Buyer collects any payment in cash with respect to any of the Unpaid Accounts Receivable Amount paid to Buyer by Seller the Sellers pursuant to the immediately preceding sentence following the date of such payment, then Buyer shall at its election, pay the amount so collected to Seller the Sellers or deposit such amount in the Escrow Funds from which it was withdrawnFunds. Without limiting Buyer’s rights and remedies under this Section 8.1110.5, if: if (a) Buyer collects any amount from a customer after the Closing Date with respect to an Account Receivable account receivable from such customer; and (b) there are Closing Accounts Receivable from such customer to Buyer that have not been satisfied in full, then Buyer shall apply the amount collected to reduce the oldest account receivable from such customer that has not been satisfied in full and that is not in genuine dispute. Any payments made by Seller the Sellers or Buyer pursuant to this Section 8.11 10.5 shall be adjustments to the Final Purchase Price.

Closing Accounts Receivables. In the event that any portion of the Accounts Receivables existing at the Closing Date (the “Closing Accounts Receivable”) and assigned to the Buyer have not been collected on the date that is 120 75 days following the Closing Date (such portion, the “Unpaid Accounts Receivable Amount”), then Seller shall promptly pay to Buyer the Unpaid Accounts Receivable Amount, in immediately available funds, which obligation shall be a joint and several obligation of Seller and the Principals (or at Buyer’s election, Buyer may withdraw such amount from the Escrow FundsFunds pertaining to the Indemnity Escrow Amount), at which point Buyer will re-assign such Closing Accounts Receivable to Seller. If Buyer collects any payment in cash with respect to any of the Unpaid Accounts Receivable Amount paid to Buyer by Seller pursuant to the immediately preceding sentence following the date of such payment, then Buyer shall at its election, pay the amount so collected to Seller or deposit such amount in the Escrow Funds from which it was withdrawn. Without limiting Buyer’s rights and remedies under this Section 8.117.8, if: : (a) Buyer collects any amount from a customer after the Closing Date with respect to an Account Receivable from such customer; and (b) there are Closing Accounts Receivable from such customer to Buyer that have not been satisfied in full, then Buyer shall apply the amount collected to reduce the oldest account receivable from such customer that has not been satisfied in full and that is not in genuine dispute. Any payments made by Seller or Buyer pursuant to this Section 8.11 7.8 shall be adjustments to the Final Purchase Price. This Section 7.8 shall not apply to Closing Accounts Receivable where the corresponding payable is owed by Buyer or an Affiliate of Buyer.

Closing Accounts Receivables. In the event that any portion of the Accounts Receivables of any Company existing at the Closing Date (the “Closing Accounts Receivable”) and assigned to the Buyer have not been collected on the date that is 120 90 days following the Closing Date (such portion, the “Unpaid Accounts Receivable Amount”), then Seller GPD or 851 shall promptly pay to the Buyer the Unpaid Accounts Receivable Amount, in immediately available funds, which obligation shall be a joint and several obligation of Seller GPD and the Principals 851 (or at the Buyer’s election, the Buyer may withdraw such amount from the Escrow FundsFunds and shall specify whether the amount is being withdrawn from the Indemnity Escrow Amount or the Working Capital Escrow Amount), at which point Buyer will re-assign such Closing Accounts Receivable to Seller. If the Buyer collects any payment in cash with respect to any of the Unpaid Accounts Receivable Amount paid to the Buyer by Seller pursuant the GPD of 851pursuant to the immediately preceding sentence following the date of such payment, then the Buyer shall at its election, pay the amount so collected to Seller GPD or 851 or deposit such amount in the Escrow Funds from which it was withdrawn. Without limiting the Buyer’s rights and remedies under this Section 8.117.6, if: if (a) the Buyer collects any amount from a customer after the Closing Date with respect to an Account Receivable account receivable from such customer; (b) such customer does not direct the Buyer to apply such amount to reduce specific accounts receivable from such customer; and (bc) there are Closing Accounts Receivable from such customer to the Buyer that have not been satisfied in full, then the Buyer shall apply the amount collected to reduce the oldest account receivable from such customer that has not been satisfied in full and that is not in genuine dispute. Any payments made by Seller GPD, 851 or the Buyer pursuant to this Section 8.11 7.6 shall be adjustments to the Final Purchase Price.

Closing Accounts Receivables. In the event that any portion of the Accounts Receivables existing at the Closing Date (the “Closing Accounts Receivable”) and assigned to the Buyer have not been collected on the date that is 120 days following the Closing Date (such portion, the “Unpaid Accounts Receivable Amount”), then Seller shall promptly pay to Buyer the Unpaid Accounts Receivable Amount, in immediately available funds, which obligation shall be a joint and several obligation of Seller and the Principals (or at Buyer’s election, Buyer may withdraw such amount from the Escrow Funds), at which point Buyer will re-assign such Closing Accounts Receivable to Seller. If Buyer collects any payment in cash with respect to any of the Unpaid Accounts Receivable Amount paid to Buyer by Seller pursuant to the immediately preceding sentence following the date of such payment, then Buyer shall at its election, pay the amount so collected to Seller or deposit such amount in the Escrow Funds from which it was withdrawn. Without limiting Buyer’s rights and remedies under this Section 8.117.11, if: : (a) Buyer collects any amount from a customer after the Closing Date with respect to an Account Receivable from such customer; and (b) there are Closing Accounts Receivable from such customer to Buyer that have not been satisfied in full, then Buyer shall apply the amount collected to reduce the oldest account receivable from such customer that has not been satisfied in full and that is not in genuine dispute. Any payments made by Seller or Buyer pursuant to this Section 8.11 7.11 shall be adjustments to the Final Purchase Price.

Closing Accounts Receivables. In the event that any portion of the Accounts Receivables existing at the Closing Date (the “Closing Accounts Receivable”) and assigned to the Buyer have not been collected on the date that is 120 days following the Closing Date (such portion, the “Unpaid Accounts Receivable Amount”), then Seller shall promptly pay to Buyer the Unpaid Accounts Receivable Amount, in immediately available funds, which obligation shall be a joint and several obligation of Seller and the Principals Principal (or at Buyer’s election, Buyer may withdraw such amount from the Escrow Funds), at which point Buyer will re-assign such Closing Accounts Receivable to Seller. If Buyer collects any payment in cash with respect to any of the Unpaid Accounts Receivable Amount paid to Buyer by Seller pursuant to the immediately preceding sentence following the date of such payment, then Buyer shall at its election, pay the amount so collected to Seller or deposit such amount in the Escrow Funds from which it was withdrawn. Without limiting Buyer’s rights and remedies under this Section 8.11, if: (a) Buyer collects any amount from a customer after the Closing Date with respect to an Account Receivable from such customer; and (b) there are Closing Accounts Receivable from such customer to Buyer that have not been satisfied in full, then Buyer shall apply the amount collected to reduce the oldest account receivable from such customer that has not been satisfied in full and that is not in genuine dispute. Any payments made by Seller or Buyer pursuant to this Section 8.11 shall be adjustments to the Final Purchase Price.