Eligible Unbilled Accounts. The estimated face value amount determined by Borrower for each Eligible Unbilled Account is based upon the best information available to Borrower and accurately and fully (considering all known discounts available to each such Account Debtor) reflects the same. In addition, Borrower represents and warrants that there are no discounts, offsets or other rights of any Account Debtor under any Eligible Unbilled Account,
Eligible Unbilled Accounts. “Eligible Unbilled Accounts” shall include, on any date of determination of the Borrowing Base, all Accounts of Borrowers that (i) are capable of being billed by Borrowers to the applicable Account Debtor in accordance with Borrowers’ usual billing methods for Accounts, but that have not yet been billed and invoiced to such Account Debtor, and (ii) in all other respects would qualify as an Eligible Commercial Account or Eligible Government Account, as applicable, but for the fact that they have not yet been billed and invoiced to the applicable Account Debtor. Any Eligible Unbilled Account that subsequently is billed and invoiced shall thereupon cease to be an Eligible Unbilled Account and shall become an Eligible Commercial Account or Eligible Government Account, as applicable, provided that it then satisfies all eligibility criteria applicable thereto.
Eligible Unbilled Accounts. 1. All Accounts created by the Borrower in the ordinary course of its business, that arise out of the Borrower’s sale and delivery of goods or rendition of services, each of which such Accounts (a) are a bona fide existing payment obligation of the applicable Account Debtor; (b) are owed to the Borrower without any known defenses, disputes, offsets, counterclaims, or rights of return or cancellation, (c) do not qualify as an Eligible Account solely because the applicable Borrower has not billed the Account Debtor for the goods or services that give rise to such Account, although the goods or services giving rise to such Account have been delivered or performed pursuant to the terms of the applicable purchase order or contract, and (d) the time elapsed since the date on which the initial goods or services were provided by the Borrower is not more than 30 days. For the avoidance of doubt, at any such time any Account is billed to the Account Debtor it shall no longer be an “Eligible Unbilled Account”: $ 6 6 No such Accounts shall constitute “Eligible Unbilled Accounts” until such time as the Administrative Agent has conducted a satisfactory initial review of the Accounts which the Borrower purports to be Eligible Unbilled Accounts. For the avoidance of doubt, at such time as any Account is billed to the Account Debtor it shall no longer be an “Eligible Unbilled Account”. Annex 1
Eligible Unbilled Accounts. Eligible Accounts which (i) have been earned by a Borrower’s shipment of goods to an Account Debtor and which are accrued on a Borrower’s books and records but which have not been billed by such Borrower (provided that such Borrower retains the right to xxxx the applicable Account Debtor at any time, to the extent it is permitted to do so pursuant to the underlying customer agreement), (ii) are evidenced by a purchase order from the Account Debtor, (iii) are reflected on such Borrower’s books and records in form reasonably satisfactory to Agent, (iv) remain unbilled for no longer than the earlier of (a) 30 days after the date on which the Borrower’s right to payment under such Eligible Accounts was earned or (b) 30 days after the date on which such Eligible Accounts were first included in the Borrowing Base, and (v) Agent determines to be Eligible Unbilled Accounts in its reasonable credit judgment. Enforcement Action – any action to enforce any Obligations or Loan Documents or to realize upon any Collateral (whether by judicial action, self-help, notification of Account Debtors, exercise of setoff or recoupment, or otherwise). Environmental Agreement - each agreement of Borrowers with respect to any Real Estate subject to a Mortgage, pursuant to which Borrowers agree to indemnify and hold harmless Agent and Lenders from liability under any Environmental Laws. Environmental Laws - all federal, state and local laws, rules, regulations, codes and ordinances, and all programs, permits, guidance documents promulgated by regulatory agencies, orders and consent decrees having the force of law, now or hereafter in effect and relating to human health and safety or the protection or pollution of the environment, including CERCLA. Environmental Release - a release as defined in CERCLA or under any applicable Environmental Laws. Equipment - all of Borrower’s machinery, apparatus, equipment, fittings, furniture, fixtures, motor vehicles and other tangible personal Property (other than Inventory) of every kind and description, whether now owned or hereafter acquired by a Borrower and wherever located, and all parts, accessories and special tools therefor, all accessions thereto, and all substitutions and replacements thereof. Equity Interest - the interest of (i) a shareholder in a corporation, (ii) a partner (whether general or limited) in a partnership (whether general, limited or limited liability), (iii) a member in a limited liability company, or (iv) any other Pe...
Eligible Unbilled Accounts such Accounts of Borrower that would constitute Eligible Accounts except for the fact that they have been earned by performance but not yet billed. Environmental Laws - all federal, state and local laws, rules, regulations, ordinances, programs, permits, guidances, orders and consent decrees relating to health, safety and environmental matters. Environmental Reserve - $50,000 in respect of Borrower's potential liability for additional remediation costs for its Oakland, California facility, such reserve to remain in place until Borrower's two year obligation to monitor the facility has been satisfied. Equipment - all machinery, apparatus, equipment, fittings, furniture, fixtures, motor vehicles and other tangible personal Property (other than Inventory) of every kind and description used in Borrower's operations or owned by Borrower or in which Borrower has an interest, whether now owned or hereafter acquired by Borrower and wherever located, and all parts, accessories and special tools and all increases and accessions thereto and substitutions and replacements therefor. ERISA - the Employee Retirement Income Security Act of 1974, as amended, and all rules and regulations from time to time promulgated thereunder. Event of Default - as defined in Section 10.1 of the Agreement. Existing Lender - Congress Financial Corporation (Western), a California corporation.
Eligible Unbilled Accounts. Accounts of Borrower treated in Borrower's records as revenue recognized and meeting all the criteria of Eligible Accounts except that no bill xxx been rendered (with the aggregate of such accounts not exceeding an amount equal to total contract value less billxxxx). ERISA - The Employee Retirement Income Security Act of 1974, as the same may be amended, from time to time.
Eligible Unbilled Accounts an Account of any Borrower (i) for which the applicable Borrower intends to send a xxxx or invoice for the goods or services giving rise to such Account within thirty (30) days of the date of the applicable Borrowing Base Certificate, (ii) which would otherwise constitute an Eligible Account but for the fact that such Account does not comply with clause (xii) of the definition thereof and (iii) the eligibility of which to be billed within such period of thirty (30) days is not subject to completion of any further performance by the applicable Borrower. Environmental Laws – all federal, state, local or foreign laws, rules, regulations, ordinances, orders and consent decrees relating to health, safety and environmental matters. Environmental Notice – a notice (whether written or oral) from any Governmental Authority or other Person with credible knowledge of any possible noncompliance with, investigation of a possible violation of, litigation relating to, or potential fine or liability under any Environmental Law, or with respect to any Environmental Release, environmental pollution or hazardous materials, including any complaint, summons, citation, order, claim, demand or request for correction, remediation or otherwise. Environmental Release – a release as defined in CERCLA or under any other Environmental Law. Equity Interests – all shares of stock, partnership interests, membership interests, membership units or other ownership interests in any other Person and all warrants, options or other rights to acquire the same.
Eligible Unbilled Accounts accrued but unbilled Accounts of a Borrower, which, once billed will become an Eligible Account; provided, that such accrued and unbilled Accounts shall not become eligible if they remain unbilled for more than 15 days after the underlying goods have been shipped to or services have been rendered, or at the direction of, the applicable Account Debtor; provided, further, that, accrued and unbilled Accounts shall not be deemed Eligible Unbilled Accounts until Agent and Lenders have completed their due diligence with respect thereto, with results satisfactory to Agent and Lenders.
Eligible Unbilled Accounts. Section 1(c)(ii) of the definition of "Revolving Loan Availability" relating to Eligible Unbilled Accounts is amended and restated in its entirety to read as follows:
Eligible Unbilled Accounts. The term "ELIGIBLE UNBILLED ACCOUNTS" means ELIGIBLE ACCOUNTS which satisfy the following criteria: (a) the ELIGIBLE ACCOUNT has not been billed; and (b) the ELIGIBLE ACCOUNT is billable within thirty (30) calendar days.
