Common use of End-User Billing and Accounts Receivable Transition Clause in Contracts

End-User Billing and Accounts Receivable Transition. Buyer agrees to purchase Seller's Earned End-User Accounts Receivable and make payment to Seller for those accounts in the manner described below: (a) Seller shall transfer to Buyer, as soon as reasonably available after Closing, all open end-user customer account records to Buyer as of the end of business on the Closing Date. Following the Closing, Buyer shall be responsible for administering those records including the application of cash receipts to customer accounts, whether related to services rendered before or after the Closing. Seller shall promptly forward to Buyer all customer payments and related remittance documents received by Seller after the Closing for processing by Buyer. (b) Within twenty (20) days following the Closing, Seller shall provide an accounting to Buyer of the Earned End-User Accounts Receivable Amount and the Customer Advances as well as the most recent twelve (12) month history of Seller's uncollectible net writeoffs expressed as a percentage of xxxxxxxx for the Business (the "Uncollectible Factor"). This data and the resulting calculation of the Earned End-User Accounts Receivable Amount shall be summarized in an accounts receivable settlement statement (the "Accounts Receivable Settlement Statement"). Within thirty (30) days following the Closing, Buyer shall remit to Seller an amount equal to 80% of the Earned End-User Accounts Receivable Amount less 100% of the Customer Advances. Within sixty (60) days following the Closing, Buyer shall remit an additional 15% of the Earned End-User Accounts Receivable Amount and within ninety (90) days will remit the xxxxx 0%. (c) Not later than ten (10) days prior to the due dates for the sixty (60) and ninety (90) day payments referred to in Section 10.16(b), Seller will provide Buyer with an updated Accounts Receivable Settlement Statement reflecting any adjustments based upon non-sufficient funds checks, billing adjustments or other facts that relate to pre-closing activity that became known after the preparation of the original statement. (d) If at any time during the ninety (90) day period following the Closing, Buyer or Seller discovers any material discrepancy in the Accounts Receivable Settlement Statement, both parties agree to use commercially reasonable efforts to resolve any discrepancy in a timely manner, and also agree to make payments related to any undisputed amounts as set forth above. (e) At any time between ninety (90) and two hundred seventy (270) days following the Closing, Buyer may, at its discretion, prepare an analysis of actual bad debt write-off experience related to the Earned End-User Accounts Receivable purchased from Seller. If such analysis reasonably demonstrates that write-offs have exceeded the estimated amount in the final Accounts Receivable Settlement Statement (as had been calculated using the Uncollectible Factor) by more than 10%, Seller will pay to Buyer the full amount of the difference within thirty (30) days of receipt of Buyer's request for payment, together with Buyer's write-off analysis, Buyer will provide Seller sufficient detail in its write-off analysis, and as reasonably necessary, access to billing and collection records, to allow Seller to validate the accuracy of Buyer's request. Any disputes regarding the amounts of such request shall be settled using the procedure described in Section 3.3(d).

End-User Billing and Accounts Receivable Transition. Buyer agrees to purchase Seller's Earned End-User user Accounts Receivable and make payment to Seller for those accounts in the manner described below:. (a) Seller shall transfer to Buyer, as soon as reasonably available after Closing, all open end-user customer account records to Buyer as of the end of business on the Closing Date. Following the Closing, Buyer shall will be responsible for administering those records including the application of cash receipts to customer accounts, whether related to services rendered before or after the Closing. Seller shall will promptly forward to Buyer all customer payments and related remittance documents received by Seller after the Closing for processing by Buyer. (b) Within twenty (20) days following the Closing, Seller shall will provide an accounting to Buyer of the Earned End-User Accounts Receivable Amount and the Customer Advances Advances, as well as the most recent twelve (12) month history of Seller's uncollectible net writeoffs expressed as a percentage of xxxxxxxx billings for the Business (the "Uncollectible Uxxxxxxxxible Factor"). This data and the resulting calculation of the Earned End-User Accounts Receivable Amount shall will be summarized in an accounts receivable settlement statement (the "Accounts Receivable Settlement Statement"). Within thirty (30) days following the Closing, Buyer shall will remit to Seller an amount equal to 80% of the Earned End-User Accounts Receivable Amount less 100% of the Customer Advances. Within sixty (60) days following the Closing, Buyer shall will remit an additional 15% of the Earned End-User Accounts Receivable Amount and within ninety (90) days will remit the xxxxx 0final 5%. (c) Not later than ten txx (1000) days prior to the due dates for the sixty (60) and ninety (90) day payments referred to in Section 10.16(b)) above, Seller will provide Buyer with an updated Accounts Receivable Settlement Statement reflecting any adjustments based upon non-sufficient funds checks, billing adjustments or other facts that have become known after the original statement that relate to pre-closing activity that became known after the preparation of the original statementactivity. (d) If at any time during the ninety (90) day period following the Closing, Buyer or Seller discovers any material discrepancy in the Accounts Receivable Settlement Statement, both parties Seller and Buyer agree to use commercially reasonable efforts to resolve any discrepancy in a timely manner, and also agree to make payments related to any undisputed amounts as set forth above. (e) At any time between ninety (90) and two hundred seventy (270) days following the Closing, Buyer may, at its discretion, prepare an analysis of actual bad debt write-off experience related to the Earned End-User Accounts Receivable purchased from Seller. If such analysis reasonably demonstrates that write-offs have exceeded the estimated amount in the final Accounts Receivable Settlement Statement (as had been calculated using the Uncollectible Factor) by more than 10%, Seller will pay to Buyer the full amount of the difference within thirty (30) days of receipt of Buyer's request for payment, together with Buyer's write-off analysis, Buyer will provide Seller sufficient detail in its write-off analysis, and as reasonably necessary, access to billing and collection records, to allow Seller to validate the accuracy of Buyer's request. Any disputes regarding the amounts of such request shall be settled using the procedure described in Section 3.3(d).

End-User Billing and Accounts Receivable Transition. Buyer agrees to purchase Seller's Earned End-User Accounts Receivable and make payment to Seller for those accounts in the manner described below:. (a) Seller shall transfer to Buyertransfer, as soon as reasonably available after ClosingClosing (but in no event later than ten (10) days following the Closing Date), all open end-user customer account records to Buyer as of the end of business on the Closing Date. Following the Closing, Buyer shall will be responsible for administering those records including the application of cash receipts to customer accounts, whether related to services rendered before or after the Closing. Seller shall will promptly forward to Buyer all customer payments and related remittance documents received by Seller after the Closing for processing by Buyer. (b) Within twenty (20) days following the Closing, Seller shall will provide an accounting to Buyer of the Earned End-User Accounts Receivable Amount and the Customer Advances Advances, as well as the most recent twelve (12) month history of Seller's uncollectible net writeoffs expressed as a percentage of xxxxxxxx for the Business (the "Uncollectible Factor"). This data and the resulting calculation of the Earned End-User Accounts Receivable Amount shall will be summarized in an accounts receivable settlement statement (the "Accounts Receivable Settlement Statement"). Within thirty (30) days following the Closing, Buyer shall will remit to Seller an amount equal to 80% of the Earned End-User Accounts Receivable Amount less 100% of the Customer Advances. Within sixty (60) days following the Closing, Buyer shall will remit an additional 15% of the Earned End-User Accounts Receivable Amount and within ninety (90) days will remit the xxxxx 0%. (c) Not later than ten (10) days prior to the due dates for the sixty (60) and ninety (90) day payments referred to in Section 10.16(b)) above, Seller will provide Buyer with an updated Accounts Receivable Settlement Statement reflecting any adjustments based upon non-sufficient funds checks, billing adjustments or other facts that relate have become known after the original statement that relates to pre-closing activity that became known after the preparation of the original statementactivity. (d) If at any time during the ninety (90) day period following the Closing, Buyer or Seller discovers any material discrepancy in the Accounts Receivable Settlement Statement, both parties Seller and Buyer agree to use commercially reasonable efforts to resolve any discrepancy in a timely manner, and also agree to make payments related to any undisputed amounts as set forth above. (e) At any time between ninety (90) and two hundred seventy (270) days following the Closing, Buyer may, at its discretion, may prepare an analysis of actual bad debt write-off experience related to the Earned End-User Accounts Receivable purchased from Seller. If such analysis reasonably demonstrates that write-offs have exceeded the estimated amount in the final Accounts Receivable Settlement Statement (as had been calculated using the Uncollectible Factor) by more than ten percent (10%), Seller will pay to Buyer the full amount of the difference within thirty (30) days of receipt of Buyer's request for payment, together with Buyer's write-off analysis, . Buyer will provide Seller sufficient detail in its write-off analysis, and as reasonably necessary, access to billing and collection records, to allow Seller to validate the accuracy of Buyer's request. Any disputes regarding the amounts of such request shall be settled using the procedure described in Section 3.3(d3.2(d).

End-User Billing and Accounts Receivable Transition. Buyer agrees to purchase Seller's Earned End-User user Accounts Receivable and make payment to Seller for those accounts in the manner described below:. (a) Seller shall transfer to Buyer, as soon as reasonably available after Closing, all open end-user customer account records to Buyer as of the end of business on the Closing Date. Following the Closing, Buyer shall will be responsible for administering those records including the application of cash receipts to customer accounts, whether related to services rendered before or after the Closing. Seller shall will promptly forward to Buyer all customer payments and related remittance documents received by Seller after the Closing for processing by Buyer. (b) Within twenty (20) days following the Closing, Seller shall will provide an accounting to Buyer of the Earned End-User Accounts Receivable Amount and the Customer Advances Advances, as well as the most recent twelve (12) month history of Seller's uncollectible net writeoffs expressed as a percentage of xxxxxxxx for the Business (the "Uncollectible Factor"). This data and the resulting calculation of the Earned End-User Accounts Receivable Amount shall will be summarized in an accounts receivable settlement statement (the "Accounts Receivable Settlement Statement"). Within thirty (30) days following the Closing, Buyer shall will remit to Seller an amount equal to 80% of the Earned End-User Accounts Receivable Amount less 100% of the Customer Advances. Within sixty (60) days following the Closing, Buyer shall will remit an additional 15% of the Earned End-User Accounts Receivable Amount and within ninety (90) days will remit the xxxxx 0%. (c) Not later than ten (10) days prior to the due dates for the sixty (60) and ninety (90) day payments referred to in Section 10.16(b)) above, Seller will provide Buyer with an updated Accounts Receivable Settlement Statement reflecting any adjustments based upon non-sufficient funds checks, billing adjustments or other facts that have become known after the original statement that relate to pre-closing activity that became known after the preparation of the original statementactivity. (d) If at any time during the ninety (90) day period following the Closing, Buyer or Seller discovers any material discrepancy in the Accounts Receivable Settlement Statement, both parties Seller and Buyer agree to use commercially reasonable efforts to resolve any discrepancy in a timely manner, and also agree to make payments related to any undisputed amounts as set forth above. (e) At any time between ninety (90) and two hundred seventy (270) days following the Closing, Buyer may, at its discretion, prepare an analysis of actual bad debt write-off experience related to the Earned End-User Accounts Receivable purchased from Seller. If such analysis reasonably demonstrates that write-offs have exceeded the estimated amount in the final Accounts Receivable Settlement Statement (as had been calculated using the Uncollectible Factor) by more than 10%, Seller will pay to Buyer the full amount of the difference within thirty (30) days of receipt of Buyer's request for payment, together with Buyer's write-off analysis, Buyer will provide Seller sufficient detail in its write-off analysis, and as reasonably necessary, access to billing and collection records, to allow Seller to validate the accuracy of Buyer's request. Any disputes regarding the amounts of such request shall be settled using the procedure described in Section 3.3(d).