Collectibility of Receivables. (a) All of the accounts receivable, trade accounts, notes receivable, contract receivables, unbilled invoices and other receivables ("Receivables") of the Company and the Subsidiaries shown or reflected on the Base Balance Sheet, less a reserve for bad debts in the amount shown on the Base Balance Sheet are, and those existing on the Closing Date, will be, (i) valid and enforceable claims, (ii) which arose out of transactions with unaffiliated parties, (iii) fully collectible within ninety (90) days after acceptance of the system(s) by the customer through normal means of collection, and (iv) subject to no set-off, defense or counterclaim. None of the Receivables has at any time been placed for collection with any attorney, collection agency or similar individual or entity. The reserves for doubtful accounts and the values at which Receivables are accrued on the Base Balance Sheet are accrued in accordance with GAAP applied on a basis consistent with prior financial statements of the Company. A complete and accurate list of each Receivable accrued on the Company's books as of April 24, 2000, which lists the name, age and amount thereof, has been delivered to Buyer. An accurate summary of the aging of the Company's Receivables as of April 24, 2000 is attached as SCHEDULE 2.12. Since, December 31, 1999 there has not been a material change in the Company's Receivables' aging practice.
Collectibility of Receivables. Except as set forth on Schedule 2.12 ----------------------------- ------------- all of the accounts receivable, trade accounts, notes receivable, contract receivables, unbilled invoices and other receivables ("Receivables") of the Seller shown or reflected on the Base Balance Sheet, less a reserve for bad debts in the amount shown on the Base Balance Sheet are, and those existing on the Closing Date, are as of the Closing Date, (a) valid and enforceable claims, (b) which arose out of transactions with unaffiliated parties, (c) fully collectible within ninety (90) days of invoice date through normal means of collection, and (d) subject to no set-off, defense or counterclaim. None of the Receivables has at any time been placed for collection with any attorney, collection agency or similar individual or entity. The reserves for doubtful accounts and the values at which Receivables are accrued on the Base Balance Sheet are and on the Closing Balance Sheet will be, accrued in accordance with GAAP applied on a basis consistent with prior financial statements of the Seller. A complete and accurate list of each Receivable accrued on the Seller's books on May 31, 1999, which lists the name, age and amount thereof, has been delivered to Buyer. An accurate summary of the aging of the Seller's Receivables on May 31, 1999 is attached as Schedule 2.12. Since the ------------- Base Balance Sheet Date, there has not been a material change in the Seller's receivables' aging practice.
Collectibility of Receivables. All of the Receivables of the Company shown or reflected on the Base Balance Sheet, less a reserve for bad debts in the amount shown on the Base Balance Sheet are, and those existing on the Closing Date will be, (a) valid and enforceable claims, (b) which arose out of transactions with unaffiliated parties, (c) fully collectible within one hundred and eighty (180) days of invoice date through normal means of collection, and (d) subject to no set-off, defense or counterclaim.
Collectibility of Receivables. Except as disclosed on Schedule 3.23, all Receivables that comprise the accounts receivable balance on the Final Effective Date Balance Sheet are collectible (net of reserves) in the ordinary course of business which for Seller is 180 days.
Collectibility of Receivables. Except as disclosed on SCHEDULE 3.24, all receivables that comprise the accounts receivable balance on the Final Closing Balance Sheet are collectible within 120 days from the Closing Date.
Collectibility of Receivables. All of the accounts receivable, trade accounts, notes receivable, contract receivables, unbilled invoices and other receivables, net of reserves ("RECEIVABLES") of the Sellers shown or reflected on the Base Balance Sheet (other than Receivables the account debtors of which are other Sellers) are, and those to be reflected on the Closing Balance Sheet will be: (a) valid and enforceable claims; (b) which arose out of transactions with unaffiliated parties; and (c) subject to no set-off, defense or counterclaim.
Collectibility of Receivables. All accounts receivable set forth on the books and records of the Company and the Subsidiary (i) are accurately reflected in the books and records of the Company or the Subsidiary, (ii) are valid receivables owned by the Company or the Subsidiary, (iii) are not subject to counterclaims (other than customer debit memos issued in the ordinary course of business), and (iv) to the knowledge of the Company and the Sellers are collectible (subject to applicable reserves as set forth on the books and records of the Company and the Subsidiary) in their recorded amounts in the ordinary course of business. Schedule 3.11 attached hereto contains a breakdown of the accounts receivable of the Company and the Subsidiary as of December 31, 1997.
Collectibility of Receivables. All accounts receivable set forth on the books and records of the Purchaser and its subsidiaries (i) are accurately reflected in the books and records of the Purchaser and its subsidiaries, (ii) are valid receivables owned by the Purchaser and its subsidiaries, (iii) are not subject to counterclaims (other than customer debit memos issued in the ordinary course of business), and (iv) to the knowledge of the Purchaser and its subsidiaries, are collectible (subject to applicable reserves as set forth on the books and records of the Purchaser and its subsidiaries) in their recorded amounts in the ordinary course of business.
Collectibility of Receivables. All of the accounts receivable, trade accounts, notes receivable, contract receivables and other receivables ("RECEIVABLES") of the Seller shown or reflected on the Base Balance Sheet are, and those to be reflected on the Closing Balance Sheet will be: (a) valid and enforceable claims which arose out of transactions with Persons who are not affiliated with the Seller; (b) fully collectible net of reserves within one hundred twenty (120) days of invoice date through normal means of collection; and (c) subject to no set-off, defense or counterclaim.
Collectibility of Receivables. All of the Receivables of Seller shown or reflected on the Base Balance Sheet, less a reserve for bad debts in the amount shown on the Base Balance Sheet are, and those outstanding at the Closing will be (a) valid and enforceable claims, (b) which arose out of transactions with unaffiliated parties, (c) fully collectible within ninety (90) days of invoice date through normal means of collection, and (d) subject to no set-off, defense or counterclaim. The reserves for doubtful accounts and the values at which Receivables are accrued on the Base Balance Sheet are in accordance with GAAP applied on a basis consistent with prior financial statements of Seller. A complete and accurate list of each Receivable accrued on Seller's books on July 31, 1998, which lists the name, age and amount thereof, is attached as SCHEDULE 2.13. Since December 31, 1996, there has not been a material change in Seller's receivables' aging practice.
