Common use of Potential Credit Against Remaining Term Debt Clause in Contracts

Potential Credit Against Remaining Term Debt. So long as no Event of Default has occurred and Accentia has paid all of the Remaining Debt, plus interest, fees and costs as and when due, then on the Remaining Debt Due Date (or on any earlier date) when Accentia is prepared to pay all outstanding sums owing to McKesson by Accentia under this Agreement or otherwise, Accentia may hold back from such final payment in full the sum of $400,000 which shall be deemed attributable to the fees and late charges that have accrued through November 30, 2003 as reflected in the Recitals set forth above. The $400,000 debt related to the $400,000 payment held back by Accentia shall remain outstanding, but shall not accrue interest. If after 91 days from such date of final and complete payment, (i) Accentia has not become a debtor in a case under title 11 of the United States Code (the “Bankruptcy Code”), (ii) McKesson has been able to retain all payments received from Accentia or on account of the indebtedness owed by Accentia, and (iii) none of the payments is the subject of any actions to avoid such payments or to recover them as a fraudulent transfer, preferential payment or otherwise regardless of whether in the context of a bankruptcy, then such $400,000 remaining debt shall be forgiven.