Common use of Disputes, Returns and Adjustments Clause in Contracts

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 are in dispute between an Account Debtor and an Obligor, the Borrowers' Agent shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent shall notify the Agent promptly of all returns and credits in excess of $100,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business), which notice shall specify the Receivable affected. (c) The Obligors may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 in the amount payable with respect to any Receivable or of more than $2,000,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a1) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 are in dispute between an the Account Debtor and an Obligora Borrower, the Borrowers' Agent such Borrower shall provide the Agent with prompt written notice thereof. (b2) The Borrowers' Agent Each Borrower shall notify the Agent promptly of all returns and credits in excess of $100,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c3) The Obligors Each Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED provided that (i) no such action results in the reduction of more than $100,000 in the amount payable with respect to any one Receivable or of more than $2,000,000 500,000 per Fiscal Quarter, not to exceed $1,000,000 in any Fiscal Year, with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter of the Borrowers (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the ObligorsBorrowers' business businesses and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 200,000 are in dispute between an the Account Debtor and an Obligora Borrower, the Borrowers' Agent such Borrower shall provide the Administrative Agent with prompt written notice thereof. (b) The Borrowers' Agent Each Borrower shall notify the Administrative Agent promptly of all returns and credits in excess of $100,000 200,000 in respect of any Receivable (other than any re-xxxx or correction arising except Receivables temporarily credited in the ordinary course of the Obligors' businessbusiness and reissued in a corrected amount), which notice shall specify the Receivable affected. (c) The Obligors Each Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than 103 112 $100,000 in the amount payable with respect to any Receivable or of more than $2,000,000 400,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter Fiscal Year (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of relevant Borrower's business), and (ii) the Administrative Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 500,000 are in dispute between an the Account Debtor and an Obligorthe Borrower, the Borrowers' Agent Borrower shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent Borrower shall notify the Agent promptly of all returns and credits in excess of $100,000 500,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED provided that (i) no such action results in the reduction of more than $100,000 500,000 in the amount payable with respect to any Receivable or of more than $2,000,000 1,000,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter of the Borrower (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of Borrower's business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Eligible Receivable for an amount in excess of $100,000 250,000 are in dispute between an the Account Debtor and an Obligorthe Borrower, the Borrowers' Agent Borrower shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent Borrower shall notify the Agent promptly of all returns and credits in excess of $100,000 250,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Eligible Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever thereinthereon; PROVIDED that (i) unless the Agent otherwise consents, no such action results in the reduction of more than $100,000 500,000 in the amount payable with respect to any Eligible Receivable or of more than $2,000,000 750,000 with respect to all Eligible Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter of the Borrower (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of Borrower's business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 25,000 are in dispute between an the Account Debtor and an Obligorthe applicable Borrower, the Borrowers' Agent Borrowers shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent Borrower shall notify the Agent promptly of all returns and credits in excess of $100,000 25,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrowers may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 in the amount payable with respect to any Receivable or of more than $2,000,000 500,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter Fiscal Year of the Borrowers (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of applicable Borrower's business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In Except to the extent reflected in the Borrowing Base Certificate most recently delivered to the Administrative Agent, in the event any amounts due and owing under any Receivable for an amount in excess of $100,000 500,000 are in dispute between an the Account Debtor and an Obligorthe applicable Borrower, the Borrowers' Agent Borrowers shall provide the Administrative Agent with prompt written notice thereof. (b) The Borrowers' Agent Except to the extent reflected in the Borrowing Base Certificate most recently delivered to the Administrative Agent, the Borrowers shall notify the Administrative Agent promptly of all returns and credits in excess of $100,000 500,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrowers may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 500,000 in the amount payable with respect to any Receivable or of more than $2,000,000 1,500,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter Fiscal Year (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of applicable Borrower's business), and (ii) the Administrative Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected therebythereby (by reflecting such reduction in an appropriate Borrowing Base Certificate or Schedule of Receivables).

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any single Receivable for an amount in excess of $100,000 250,000 are in dispute between an the Account Debtor and an Obligorthe Borrower, or the aggregate amount in dispute for all Receivables exceeds $500,000, the Borrowers' Agent Borrower shall provide the Agent with prompt written notice thereof. Discounts offered in the ordinary cause of business and advertising allowances shall be excluded from the calculation of the disputed amount under this SECTION 9.3(A). (b) The Borrowers' Agent Borrower shall notify the Agent promptly of all returns and credits in excess of $100,000 250,000 in respect of any Receivable (other than any re-xxxx or correction arising Receivable, and in excess of $500,000 in respect of all Receivables in the ordinary course of the Obligors' business)aggregate for any month, which notice shall specify the Receivable Receivables affected. Discounts offered in the ordinary course of business and advertising allowances shall be excluded from the calculation of the credits under this SECTION 9.3(B). (c) The Obligors Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 250,000 in the amount payable with respect to any Receivable or of more than $2,000,000 1 million with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter of the Borrower (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' Borrower's business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business), and (ii) the ii)the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any Each Borrower shall provide Lender with prompt written notice of amounts due and owing under any Receivable for an amount in excess of $100,000 25,000 that are in dispute between an any Account Debtor and an Obligor, the Borrowers' Agent shall provide the Agent with prompt written notice thereofsuch Borrower. (b) The Borrowers' Agent Each Borrower shall notify the Agent Lender promptly of all returns and credits in excess of $100,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)account, which notice shall specify the Receivable accounts affected and be included in the Borrowing Base Certificate delivered to Lender in accordance with Section 8.3(d). Each Borrower shall notify Lender promptly of any pending return or credit in excess of $15,000 and shall specify the account affected, the related Account Debtor and the goods to be returned. (c) The Obligors Each Borrower may, in the ordinary course of business unless and prior to a Default or an Event of Default has occurred and is continuingDefault, grant any extension of time for payment of any Receivable account or compromise, compound or settle the same for less than the full amount thereof, thereof or release wholly or partly any Person liable for the payment thereof, thereof or allow any credit or discount whatsoever therein; PROVIDED thereon, provided that (i) no such Borrower shall not have taken any such action that results in the reduction of more than $100,000 in ten percent (10%) of the amount payable with respect to any Receivable account or of more than $2,000,000 ten percent (10%) of the amount payable with respect to all Receivables in fiscal year 1999 or $1,000,000 accounts of such Borrower in any fiscal year thereafter (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business)year, and (ii) such Borrower shall promptly notify Lender (but not less often than ten (10) days after the Agent is promptly notified end of each month) of the amount of such adjustments and the Receivable(saccount(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 25,000 are in dispute between an the Account Debtor and an ObligorBorrower, the Borrowers' Agent Borrower shall provide the Agent Lender with prompt written notice thereof. (b) The Borrowers' Agent Borrower shall notify the Agent Lender promptly of all material returns and credits in excess of $100,000 25,000 in respect of any Receivable from an Account Debtor (other than or any re-xxxx series of returns or correction arising credits accepted or given at substantially the same time in the ordinary course respect of the Obligors' businessany Receivables of an Account Debtor), which notice shall specify the Receivable Receivables affected. (c) The Obligors Borrower may, in the ordinary course of business unless and prior to a Default or an Event of Default has occurred and is continuingDefault, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, thereof or release wholly or partly any Person liable for the payment thereof, thereof or allow any credit or discount whatsoever thereinthereon; PROVIDED provided that (i) no such action results in the reduction of more than $100,000 25,000 in the amount payable with respect to any Receivable or of more than $2,000,000 25,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business)Borrower, and (ii) the Agent Lender is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 250,000 are in dispute between an the Account Debtor and an Obligorthe applicable Borrower, the Borrowers' Agent Borrowers shall provide the Administrative Agent with prompt written notice thereof. (b) The Borrowers' Agent Borrowers shall notify the Administrative Agent promptly of all returns and credits in excess of $100,000 250,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrowers may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 250,000 in the amount payable with respect to any Receivable or of more than $2,000,000 1,000,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter Fiscal Year (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of applicable Borrower's business), and (ii) the Administrative Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected therebythereby (by reflecting such reduction in an appropriate Borrowing Base Certificate or Schedule of Receivables).

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of Fifty Thousand Dollars ($100,000 50,000) are in dispute between an the Account Debtor and an ObligorBorrower, the Borrowers' Agent Borrower shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent Borrower shall notify the Agent promptly of all returns and credits in excess of Twenty-Five Thousand Dollars ($100,000 25,000) in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrower may, in the ordinary course of business and consistent with past business practices, unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED provided that (i) no such action results in the reduction of more than Ten Thousand Dollars ($100,000 10,000) in the amount payable with respect to any Receivable or of more than Fifty Thousand Dollars ($2,000,000 50,000) with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter of Borrower (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' Borrower's business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 300,000 are in dispute between an the Account Debtor and an Obligorthe Borrowers, the Borrowers' Agent Borrowers shall provide the Agent Lender with prompt written notice thereof. (b) The Borrowers' Agent Borrowers shall notify the Agent Lender promptly of all returns and credits material returns, credits, offsets or charges in excess of $100,000 250,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable Receivables affected. (c) The Obligors Borrowers may, in the ordinary course of business unless and prior to a Default or an Event of Default has occurred and is continuingDefault, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, thereof or release wholly or partly any Person liable for the payment thereof, thereof or allow any credit or discount whatsoever thereinthereon; PROVIDED that (i) no such action results in the reduction of more than $100,000 in the amount payable with respect to any Receivable or of more than $2,000,000 300,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business)Borrowers, and (ii) the Agent Lender is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 are in dispute between an Account Debtor and an Obligor, the Borrowers' Agent shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent shall notify the Agent promptly of all returns and credits in excess of $100,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business), which notice shall specify the Receivable affected. (c) The Obligors may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED provided that (i) no such action results in the reduction of more than $100,000 5% in the amount payable with respect to any Receivable or of more than $2,000,000 200,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter 2000 (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable for an amount in excess of $100,000 1,000,000 are in dispute between an the Account Debtor and an Obligorthe Borrower, the Borrowers' Agent Borrower shall provide the Agent with prompt written notice thereof. (b) The Borrowers' Agent Borrower shall notify the Agent promptly of all returns and credits in excess of $100,000 1,000,000 in respect of any Receivable (other than any re-xxxx or correction arising in the ordinary course of the Obligors' business)Receivable, which notice shall specify the Receivable affected. (c) The Obligors Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 500,000 in the amount payable with respect to any Receivable or of more than $2,000,000 1,000,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 in any fiscal year thereafter of the Borrower (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of Borrower's business), and (ii) the Agent is promptly notified of the amount of such adjustments and the Receivable(s) affected thereby.

Disputes, Returns and Adjustments. (a) In the event any amounts due and owing under any Receivable Account for an amount in excess of $100,000 2,000,000 are in dispute between an the Account Debtor and an Obligora Borrower, the Borrowers' Agent such Borrower shall provide the Administrative Agent with prompt written notice thereof. (b) The Borrowers' Agent Each Borrower shall notify the Administrative Agent promptly of all returns and credits in excess of $100,000 2,000,000 in respect of any Receivable Account (other than any re-xxxx or correction arising except Accounts temporarily credited in the ordinary course of the Obligors' businessbusiness and reissued in a corrected amount), which notice shall specify the Receivable Account affected. (c) The Obligors Each Borrower may, in the ordinary course of business unless a Default or an Event of Default has occurred and is continuing, grant any extension of time for payment of any Receivable Account or compromise, compound or settle the same for less than the full amount thereof, or release wholly or partly any Person liable for the payment thereof, or allow any credit or discount whatsoever therein; PROVIDED that (i) no such action results in the reduction of more than $100,000 2,000,000 in the amount payable with respect to any Receivable Account or of more than $2,000,000 5,000,000 with respect to all Receivables in fiscal year 1999 or $1,000,000 Accounts in any fiscal year thereafter Fiscal Year (in each case, excluding the allowance of credits or discounts generally available to Account Debtors in the ordinary course of the Obligors' business and appropriate adjustments to the accounts of Account Debtors in the ordinary course of relevant Borrower's business), and (ii) the Administrative Agent is promptly notified of the amount of such adjustments and the Receivable(sAccount(s) affected thereby.