Common use of Collection of Accounts Receivable Clause in Contracts

Collection of Accounts Receivable. At the Closing, the Seller will turn over to the Buyers, for collection only, the accounts receivable of the Station owing to the Seller as of the close of business on the Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on the Closing Date or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in the ordinary course of business (but without responsibility to institute legal or collection proceedings) to collect such accounts receivable during the 120-day period following the Closing Date, and will remit all payments received on such accounts during each calendar month during this 120-day period on the one hundred twentieth (120th) day together with an accounting of all payments received within such period. The Buyers shall have the sole right to collect such accounts receivable during such one hundred twenty (120) day period. In the event the Buyers receive monies during the 120-day period following the Closing Date from an advertiser who, after the Closing Date, is advertising over any of the Station, and that advertiser was included among the accounts receivable as of the Closing Date, the Buyer shall apply said monies to the oldest outstanding balance due on the particular account, except in the case of a "disputed" account receivable. For purposes of this Section 6(d), a "disputed" account receivable means one which the account debtor refuses to pay because he asserts that the money is not owed or the amount is incorrect. In the case of such a disputed account, the Buyers shall immediately return the account to the Seller prior to expiration of the 120-day period following the Closing Date. If the Buyers return a disputed account to the Seller, the Buyers shall have no further responsibility for its collection and may accept payment from the account debtor for advertising carried on any of the Station after the Closing Date. At the end of the 120-day period following the Closing Date, the Buyers will turn back to the Seller all of the accounts receivable of the Station as of the Closing Date owing to the Seller which have not yet been collected, and the Buyers will thereafter have no further responsibility with respect to the collection of such receivables. During the 120-day period following the Closing Date, the Buyers shall afford the Seller reasonable access to the accounts receivable "aging list." The Seller acknowledges and agrees that the Buyers are acting as its collection agent hereunder for the sole benefit of the Seller and that Buyers have accepted such responsibility for the accommodation of the Seller. The Buyer shall not have any duty to inquire as to the form, manner of execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall the Buyers have any duty to inquire as to the identity, authority or rights of the persons who executed the same. The Seller shall indemnify Buyers and hold them harmless from and against any judgments, expenses (including attorney's fees) costs or liabilities which the Buyers may incur or sustain as a result of or by reason of such collection efforts.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc)

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Collection of Accounts Receivable. At the Closing, the Seller will turn over to the Buyers, for collection only, the accounts receivable of the Station Stations owing to the Seller as of the close of business on the day before the Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on the Closing Date or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in the ordinary course of business (but without responsibility to institute legal or collection proceedings) to collect such accounts receivable during the 120-day period following the Closing Date, and will remit all payments received on such accounts during each calendar month during this 120-day period on the one hundred twentieth (120th) day together with an accounting of all payments received within such period. The Buyers shall have the sole right to collect such accounts receivable during such one hundred twenty (120) day period. In the event the Buyers receive monies during the 120-day period following the Closing Date from an advertiser who, after the Closing Date, is advertising over any of on the StationStations, and that advertiser was included among the accounts receivable as of the Closing Date, the Buyer Buyers shall apply said monies to the oldest outstanding balance due on the particular account, except in the case of a "disputed" account receivable. For purposes of this Section 6(d), a "disputed" account receivable means one which the account debtor refuses to pay because he asserts that the money is not owed or the amount is incorrect. In the case of such a disputed account, the Buyers shall immediately return the account to the Seller prior to expiration of the 120-day period following the Closing Date. If the Buyers return a disputed account to the Seller, the Buyers shall have no further responsibility for its collection and may accept payment from the account debtor for advertising carried on any of the Station Stations after the Closing Date. At the end of the 120-day period following the Closing Date, the Buyers will turn back to the Seller all of the accounts receivable of the Station Stations as of the Closing Date owing to the Seller which have not yet been collected, and the Buyers will thereafter have no further responsibility with respect to the collection of such receivables. During the 120-day period following the Closing Date, the Buyers shall afford the Seller reasonable access to the accounts receivable "aging list." The Seller acknowledges and agrees that the Buyers are acting as its collection agent hereunder for the sole benefit of the Seller and that Buyers have accepted such responsibility for the accommodation of the Seller. The Buyer Buyers shall not have any duty to inquire as to the form, manner of execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall the Buyers have any duty to inquire as to the identity, authority or rights of the persons who executed the same. The Seller shall indemnify Buyers and hold them harmless from and against any judgments, expenses (including attorney's fees) costs or liabilities which the Buyers may incur or sustain as a result of or by reason of such collection efforts.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc)

Collection of Accounts Receivable. At the Closing, the Seller will turn over shall deliver to the Buyers, for collection only, the accounts receivable Purchaser a complete and correct list of the Station owing to Seller's Total Receivables (the Seller "Total Receivables List") as of the close of business on the Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on day immediately preceding the Closing Date or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in specifying the ordinary course age of business (but without responsibility to institute legal or collection proceedings) to collect such accounts receivable during each of the 120-day period following Accounts Receivable, the Closing Dateamount due, name and will remit all payments received on such accounts during address of each calendar month during this 120-day period account debtor on the one hundred twentieth Total Receivables List (120th) day together with an accounting of all payments received within such period. The Buyers shall have the sole right to collect such accounts receivable during such one hundred twenty (120) day period"Total Account Debtors"). In the event that the Buyers receive monies during Value of the 120-day period following Accounts Receivable shall be less than the Value of the Total Receivables pursuant to Section 1.3.3 hereof, the Seller shall, in addition to the Total Receivables List, deliver to the Purchaser at the Closing Date from an advertiser whoa list of all Accounts Receivable to be sold, assigned, transferred and delivered to the Purchaser at the Closing (the "Accounts Receivable List"), specifying the age of each of the Accounts Receivable, the amount due, name and address of each account debtor on the Accounts Receivable List (the "Account Debtors"). Promptly after the Closing DateClosing, is advertising over any of the Station, and that advertiser was included among the accounts receivable as of the Closing Date, the Buyer shall apply said monies to the oldest outstanding balance due on the particular account, except in the case of a "disputed" account receivable. For purposes of this Section 6(d), a "disputed" account receivable means one which the account debtor refuses to pay because he asserts that the money is not owed or the amount is incorrect. In the case of such a disputed account, the Buyers shall immediately return the account to the Seller prior to expiration of the 120-day period following the Closing Date. If the Buyers return a disputed account to the Seller, the Buyers shall have no further responsibility for its collection and may accept payment from the account debtor for advertising carried on any of the Station after the Closing Date. At the end of the 120-day period following the Closing Date, the Buyers will turn back to the Seller all of the accounts receivable of the Station as of the Closing Date owing to the Seller which have not yet been collected, and the Buyers will thereafter have no further responsibility with respect to the collection of such receivables. During the 120-day period following the Closing Date, the Buyers shall afford the Seller reasonable access to the accounts receivable "aging list." The Seller acknowledges and agrees that the Buyers are acting as its collection agent hereunder for the sole benefit of the Seller and the Purchaser shall notify all Total Account Debtors or the Account Debtors, as the case may be, by notice that Buyers have accepted such responsibility for the accommodation of Purchaser has purchased the Seller. The Buyer 's Accounts Receivable, and shall not have any duty direct all Account Debtors or Total Account Debtors, as the case may be, to inquire as remit directly to the form, manner Purchaser payment of execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall all outstanding amounts represented by the Buyers have any duty to inquire as to the identity, authority or rights of the persons who executed the sameAccounts Receivable. The Seller and the Stockholders, jointly and severally, shall indemnify Buyers remit promptly to the Purchaser in full the amount of any and hold all payments received by any of them harmless from and against in respect of the Accounts Receivable, without any judgmentsdiminution, expenses (including attorney's fees) costs offset, deduction or liabilities which the Buyers may incur or sustain as a result of or by reason of such collection effortsdiscount.

Appears in 4 contracts

Samples: Assets Purchase Agreement (Acadia National Health Systems Inc), Assets Purchase Agreement (Acadia National Health Systems Inc), Assets Purchase Agreement (Acadia National Health Systems Inc)

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Collection of Accounts Receivable. At After Closing, Perrigo will retain the right and authority to collect all Receivables which constitute a part of the Purchased Assets. In lieu of Perrigo being required to separate collection of the Receivables from collection of other Perrigo receivables, Perrigo will pay Buyer the Receivables as follows: sixty percent (60%) of the total amount of Receivables, net of reserves, in the amount of $26,223,000, which represents the Receivables (such total amount hereinafter referred to as the "Receivable Amount"), net of the Estimated Paid Assumed Liabilities, shall be paid to Buyer on the day following the date of the Closing, the Seller will turn over to the Buyers, for collection only, the accounts receivable ; twenty percent (20%) of the Station owing Receivable Amount shall be paid to the Seller as of the close of business Buyer on the Closing Date. A schedule of such accounts receivable will be delivered by the Seller to the Buyers on the Closing Date or as soon thereafter as possible. The Buyers agree to use commercially reasonable efforts in the ordinary course of business twentieth (but without responsibility to institute legal or collection proceedings20th) to collect such accounts receivable during the 120-day period following the Closing Date, ; and will remit all payments received on such accounts during each calendar month during this 120-day period twenty percent (20%) of the Receivable Amount shall be paid to Buyer on the one hundred twentieth twenty fifth (120th25th) day together with an accounting of all payments received within such period. The Buyers shall have the sole right to collect such accounts receivable during such one hundred twenty (120) day period. In the event the Buyers receive monies during the 120-day period following the Closing Date from an advertiser who, after the Closing Date, is advertising over any of the Station, and that advertiser was included among the accounts receivable as of the Closing Date, the Buyer shall apply said monies to the oldest outstanding balance due on the particular account, except in the case of a "disputed" account receivable. For purposes of this Section 6(d), a "disputed" account receivable means one which the account debtor refuses to pay because he asserts that the money is not owed or the amount is incorrect. In the case of such a disputed account, the Buyers shall immediately return the account to the Seller prior to expiration of the 120-day period following the Closing Date. If the Buyers return a disputed account The amounts indicated above shall be paid without any adjustment to the Seller, the Buyers shall have no further responsibility for its reflect actual collection and may accept payment from the account debtor for advertising carried on any of the Station Receivables. In addition, Sellers shall, within seventy-two (72) hours transfer to Buyer any cash or other property that Sellers may receive after the Closing Date. At the end of the 120-day period following the Closing Date, the Buyers will turn back to the Seller all of the accounts receivable of the Station as date of the Closing Date owing in respect of any deposit, prepaid expense, claim, contract, license, lease, commitment, sales order, purchase order, or receivable of any character, in each case constituting a part of the Purchased Assets, or any other item included in the Purchased Assets. Buyer shall, within seventy-two (72) hours, transfer or deliver to Sellers -42- 48 any cash or other property that Buyer may receive after the Seller which have not yet been collected, and the Buyers will thereafter have no further responsibility with respect to the collection date of such receivables. During the 120-day period following the Closing Date, the Buyers shall afford the Seller reasonable access to the accounts receivable "aging list." The Seller acknowledges and agrees that the Buyers are acting as its collection agent hereunder for the sole benefit in respect of any asset of Sellers not constituting a part of the Seller and that Buyers have accepted such responsibility for the accommodation of the Seller. The Buyer shall not have any duty to inquire as to the form, manner of execution or validity of any item, document, instrument or notice deposited, received or delivered in connection with such collection efforts, nor shall the Buyers have any duty to inquire as to the identity, authority or rights of the persons who executed the same. The Seller shall indemnify Buyers and hold them harmless from and against any judgments, expenses (including attorney's fees) costs or liabilities which the Buyers may incur or sustain as a result of or by reason of such collection effortsPurchased Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Perrigo Co)

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