Collection of Accounts Receivable. On the Closing Date, Seller shall turn over to Buyer for collection only all accounts receivable of Seller relating to the Station existing as of such date (“Seller Receivables”) and shall deliver to Buyer a list of the Seller Receivables. During the ninety (90) day period following the Closing Date (the “Collection Period”), Buyer shall use reasonable efforts, consistent with its usual collection practices (but without obligation to institute proceedings or use any other extraordinary means of collection) to collect the Seller Receivables. During the Collection Period, Buyer shall remit such collections to Seller on a monthly basis with a report of all collections and remaining Seller Receivables. Buyer shall not compromise, settle or adjust the amount of any Seller Receivables without Seller’s prior written consent. Seller shall not attempt to collect any of the Seller Receivables during the Collection Period. If Seller receives a payment from an account debtor whose debt is part of the Seller Receivables, Seller shall promptly notify Buyer thereof. At the end of the Collection Period, Buyer shall turn back to Seller any uncollected amounts of the Seller Receivables, and Buyer shall have no further obligation with respect to the Seller Receivables.
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Collection of Accounts Receivable. On For a period of six months from the Closing Date, Seller shall turn over Buyer will use reasonable efforts to Buyer collect for the benefit of Seller, and with the risk of non-collection only all continuing to be the risk of Seller, the accounts receivable of Seller relating to the Station existing as of such date (“Seller Receivables”) and shall deliver to Buyer a list of the Seller Receivables. During the ninety (90) day period following the Closing Date (such receivables being hereinafter referred to as the “"Collection Period”Receivables"), Buyer shall use reasonable efforts, consistent with its usual collection practices (but without obligation to institute proceedings or use any other extraordinary means of collection) to collect the Seller Receivables. During the Collection Period, Buyer shall remit such collections to Seller on a monthly basis with a report of all collections and remaining Seller Receivables. Buyer shall not compromisedeposit in Seller's account, settle or adjust when and as received (together with appropriate statements of collection), all monies, drafts, checks and other instruments of payment received by it as payments on the Collection Receivables, provided that payments applying to both Collection Receivables and receivables of Buyer shall be deposited in Buyer's account and funds in the amount of any Seller Receivables without Seller’s prior written consent. Seller shall not attempt attributable to collect any of the Seller Receivables during the Collection PeriodReceivables shall be promptly remitted to Seller. If Seller receives a Buyer shall apply all collections from account debtors owing Collection Receivables to the payment in full of undisputed and matured Collection Receivables in priority to any accounts receivable from such account debtors with respect to services rendered, goods sold or work done on or after the Closing Date; provided, however, that in the event that any such collection is received from such an account debtor whose debt is part as to whom transaction processing services are discontinued, such collection shall be allocated between Seller and Buyer pro rata on the basis of the Seller Receivables, Seller shall promptly notify Buyer thereof. At ratio of (A) Collection Receivables payable by such account debtor to (B) receivables payable by such account debtor that accrue after the end of the Collection Period, Buyer shall turn back to Seller any uncollected amounts of the Seller Receivables, and Buyer shall have no further obligation with respect to the Seller ReceivablesClosing Date.
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Collection of Accounts Receivable. On (a) Parent agrees to cause the Closing Date, Seller shall turn over Company to Buyer for collection only authorize the Purchaser to open any and all accounts receivable of Seller relating mail addressed to the Station existing as of such date Company (“Seller Receivables”if delivered to the Purchaser) and shall deliver to Buyer a list of the Seller Receivables. During the ninety (90) day period following if received on or after the Closing Date and hereby grants to the Purchaser a power of attorney to endorse and cash any checks or instruments made payable or endorsed to the Company or the Company's order and received by the Purchaser in payment of Product Lines Account Receivable.
(b) Parent agrees to cause the “Collection Period”)Company to forward promptly to the Purchaser any monies, Buyer shall use reasonable efforts, consistent with its usual collection practices (but without obligation to institute proceedings checks or use any other extraordinary means of collection) to collect instruments received by the Seller Receivables. During Company after the Collection Period, Buyer shall remit such collections to Seller on a monthly basis with a report of all collections and remaining Seller Receivables. Buyer shall not compromise, settle or adjust the amount of any Seller Receivables without Seller’s prior written consent. Seller shall not attempt to collect any of the Seller Receivables during the Collection Period. If Seller receives a payment from an account debtor whose debt is part of the Seller Receivables, Seller shall promptly notify Buyer thereof. At the end of the Collection Period, Buyer shall turn back to Seller any uncollected amounts of the Seller Receivables, and Buyer shall have no further obligation Closing Date with respect to the Seller ReceivablesProduct Lines Accounts Receivable. In the event that any payment received by the Company after Closing is remitted by a customer which is indebted under both Product Lines Accounts Receivable and an account receivable of the Company (a "Company Receivable"), then (i) if the payment designates the receivable or invoice as payment of a Company Receivable then the Company shall retain such payment and (ii) if the payment does not designate the receivable or invoice being paid, such payment shall be applied in payment of the oldest outstanding Product Line Accounts Receivable or Company Receivable, and if applied to a Product Lines Accounts Receivable due from such customer, it shall be promptly remitted to Purchaser.
(c) Any sums received by Purchaser after Closing in respect of Company Receivables (and so identified by the relevant account debtor) shall be promptly transmitted by the Purchaser to the Company.
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Samples: Asset Purchase Agreement (Eagle Point Software Corp)
Collection of Accounts Receivable. On All Accounts Receivable (the "Accounts Receivable") due and owing to SCS at the Closing Date shall be collected by the Purchaser in the ordinary course of business. In connection with the Purchaser's collection of the Accounts Receivable, the Purchaser shall retain one percent of all amounts collected as a collection fee and such fee shall be deducted from the amounts collected by the Purchaser. Payments on the Accounts Receivable shall be applied to the oldest accounts first unless a debtor indicates the specific account he is paying in which event payment shall be applied to that account; provided, however, the Purchaser shall in no way instruct a debtor on the manner in which a payment is applied. The proceeds collected by the Purchaser, net of collection fees and out-of-pocket expenses, shall be held in trust for the benefit of the Stockholders and shall be distributed promptly after the receipt thereof to the Representative. In the event that any Stockholder receives any payment for services rendered or products sold by SCS or the Purchaser after the Closing Date, Seller such Stockholder shall turn over hold such payment in trust for the benefit of SCS and the Purchaser and promptly remit such payment to Buyer for collection only SCS or the Purchaser upon their receipt thereof. Upon a date which is 120 days from the Closing Date, the Purchaser shall transfer and assign all accounts receivable of Seller relating uncollected Accounts Receivable to the Station existing as of such date (“Seller Receivables”) Stockholders and the Stockholders shall deliver have the right to Buyer a list of the Seller Receivables. During the ninety (90) day period following the Closing Date (the “Collection Period”), Buyer shall use reasonable efforts, consistent with its usual collection practices (but without obligation to institute proceedings or use any other extraordinary means of collection) attempt to collect the Seller Receivables. During unpaid Accounts Receivable; provided, however, in connection with such collection efforts, the Collection Period, Buyer Stockholders shall remit such collections use their best efforts not to Seller on a monthly basis disrupt or affect SCS's or the Purchaser's relationship with a report of all collections and remaining Seller Receivables. Buyer shall not compromise, settle or adjust the amount of any Seller Receivables without Seller’s prior written consent. Seller shall not attempt to collect any of the Seller Receivables during the Collection Period. If Seller receives a payment from an account debtor whose debt is part of the Seller Receivables, Seller shall promptly notify Buyer thereof. At the end of the Collection Period, Buyer shall turn back to Seller any uncollected amounts of the Seller Receivables, and Buyer shall have no further obligation with respect to the Seller Receivablestheir existing customers.
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Samples: Stock Purchase Agreement (Snyder Communications Inc)
Collection of Accounts Receivable. On Following the Closing DateClosing, Buyer will afford Seller reasonable access during normal business hours to such of the records transferred to it as shall turn over be necessary to allow Seller to collect any accounts receivable arising prior to the Closing. If a debtor on any such account receivable who is also a debtor to Buyer for collection only all accounts receivable debts incurred at or after the Closing shall make any remittance on amounts due in respect of Seller relating the business of the Facility, whether the debt was incurred prior to or subsequent to the Station existing as of Closing, such date (“Seller Receivables”) and remittance shall deliver be deemed to Buyer a list be on account of the earliest invoice unless the debtor specifically designates to the contrary, in which case the payment shall be applied in accordance with such designation; provided, however, that PPA and its employees and agents shall not personally solicit account debtors to designate payments in a manner that is to the financial disadvantage of Seller. After the Closing, and in accordance with the foregoing sentence, Seller Receivables. During will promptly transfer and deliver (properly endorsed, if necessary) to PPA any checks or other payments (including the ninety (90cash equivalents of credits due from vendors, suppliers or shippers) day period following the Closing Date (the “Collection Period”), which it receives on account of goods sold or shipped by PPA and Buyer shall use reasonable effortspromptly transfer and deliver (properly endorsed, consistent with its usual collection practices (but without obligation to institute proceedings or use any other extraordinary means of collectionif necessary) to collect the Seller Receivables. During the Collection Period, Buyer shall remit such collections to Seller on a monthly basis with a report of all collections and remaining Seller Receivables. Buyer shall not compromise, settle or adjust the amount of any Seller Receivables without Seller’s prior written consent. Seller shall not attempt to collect any of the Seller Receivables during the Collection Period. If Seller receives a payment from an account debtor whose debt is part of the Seller Receivables, Seller shall promptly notify Buyer thereof. At the end of the Collection Period, Buyer shall turn back to Seller any uncollected amounts checks or other payments (including the cash equivalents of the Seller Receivablescredits due from vendors, and Buyer shall have no further obligation with respect to the Seller Receivablessuppliers or shippers) which it receives on account of goods sold or shipped by Seller.
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Collection of Accounts Receivable. On From and after the Closing Date, Seller shall turn over Buyer will use its commercially reasonable efforts to Buyer for collection only all collect the accounts receivable of Seller relating to included in the Station existing as of such date (“Seller Receivables”) and shall deliver to Buyer a list of the Seller Receivables. During the ninety (90) day period following the Closing Date Acquired Assets (the “Collection PeriodTransferred Accounts Receivable”), Buyer shall use reasonable efforts, consistent ) in a timely manner in accordance with its usual collection practices (but without obligation to institute proceedings or use any other extraordinary means of collection) to collect the Seller Receivables. During the Collection Period, Buyer shall remit such collections to Seller on a monthly basis with a report of all collections and remaining Seller Receivablestheir terms. Buyer shall not compromise, settle write off any Transferred Accounts Receivable without first providing Target and HUB with prior notice of its intention to do so and allowing Target and HUB a reasonable opportunity to consult with Buyer regarding Buyer’s reasons for doing so. Neither Target nor HUB will have any indemnification obligation to the extent Buyer writes off or adjust compromises any Transferred Accounts Receivable in furtherance of a business relationship with the amount of any Seller Receivables without Seller’s prior written consentdebtor. Seller shall not attempt to collect any of From and after the Seller Receivables during the Collection Period. If Seller receives a payment from an account debtor whose debt is part of the Seller Receivables, Seller shall promptly notify Buyer thereof. At the end of the Collection PeriodClosing Date, Buyer and Target shall turn back to Seller any uncollected amounts of the Seller Receivables, and Buyer shall have no further obligation cooperate with respect to the Seller Receivablescollection of the Transferred Accounts Receivable. Any payments received by Buyer after Closing that are not designated by the debtor as allocable to a specific account receivable shall be applied by Buyer to the oldest outstanding Transferred Account Receivable owing from the party making such payment, so that all Transferred Accounts Receivable owing from any party shall be paid in full before any accounts receivable generated from sales or services after Closing by Buyer shall be deemed to have been paid. Buyer shall assign to Target any Transferred Accounts Receivable determined by Buyer to be uncollectible to the extent Target or HUB makes any indemnification payment to Buyer as a result of such Transferred Accounts Receivable.
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Collection of Accounts Receivable. On (a) For a period of twelve months after the Closing Date, Seller shall turn over Buyer will use reasonable efforts to Buyer collect for the benefit of Seller, and with the risk of non-collection only all continuing to be the risk of Seller, the accounts receivable of Seller relating to the Station existing as of such date (“Seller Receivables”) and shall deliver to Buyer a list of the Seller Receivables. During the ninety (90) day period following the Closing Date (such receivables being hereinafter referred to as the “"Collection Period”Receivables"), Buyer shall use reasonable efforts, consistent with its usual collection practices (but without obligation to institute proceedings or use any other extraordinary means of collection) to collect the Seller Receivables. During the Collection Period, Buyer shall remit such collections to Seller on a monthly basis with a report of all collections and remaining Seller Receivables. Buyer shall not compromisedeposit in Seller's account, settle or adjust when and as received (together with appropriate statements of collection), all monies, drafts, checks and other instruments of payment received by it as payments on the Collection Receivables, provided that payments applying to both Collection Receivables and receivables of Buyer shall be deposited in Buyer's account and funds in the amount of any Seller Receivables without Seller’s prior written consent. Seller shall not attempt attributable to collect any of the Seller Receivables during the Collection PeriodReceivables shall be promptly remitted to Seller. If Seller receives a Buyer shall apply all collections from account debtors owing Collection Receivables to the payment in full of undisputed and matured Collection Receivables in priority to any accounts receivable from such account debtors with respect to services rendered, goods sold or work done on or after the Closing Date; provided, however, that in the event that any such collection is received from such an account debtor whose debt is part as to whom transaction processing services are discontinued, such collection shall be allocated between Seller and Buyer pro rata on the basis of the Seller Receivables, Seller shall promptly notify Buyer thereof. At ratio of (A) Collection Receivables payable by such account debtor to (B) receivables payable by such account debtor that accrue after the end of the Collection Period, Buyer shall turn back to Seller any uncollected amounts of the Seller Receivables, and Buyer shall have no further obligation with respect to the Seller ReceivablesClosing Date.
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