Purchase and Sale of Accounts. Each account purchased by WFBC hereunder shall be purchased with recourse by WFBC against Seller as to the financial ability of the applicable account debtor to pay such account, and all losses incurred by WFBC from the financial inability of such account debtor to pay such account shall be borne solely by Seller; and WFBC and Seller agree that any account which WFBC purchases that has not been paid within 90 days of invoice date will result in WFBC having the option to determine that the applicable account debtor is financially unable to pay such account, and require the Seller to immediately pay the sums due and owing under such account to WFBC. Nothing in this Agreement shall be construed to relieve Seller from liability for any breach by Seller of any representation, warranty, or agreement of Seller contained herein. Notwithstanding any provision of this Agreement to the contrary, it is contemplated by and the intention of the parties hereto that certain accounts of Seller may be considered and purchased as one account (herein a “schedule”) and the term “account” and “accounts” as used herein may also refer to a “schedule” or “schedules,” as the case may be. In connection with each offer by Seller of accounts to WFBC, Seller agrees to deliver to WFBC a written assignment of such accounts, together with a copy of all invoices relating to such accounts, and evidence of delivery of the related goods or performance of the related services (and, if requested, the original purchase orders from the applicable customers), all in a form satisfactory to WFBC. In order for an account to be eligible for purchase by WFBC, the related invoice must set forth, as the sole address for payment, the following post office box: X.X. Xxx 000000, Xxxxxx, Xxxxx 00000 (or, upon notice from WFBC, another post office box of WFBC (or a third party designated by WFBC)) and, in the case of payments to be effected by wire transfer or other electronic means, the related invoice must set forth as the sole bank account for such payments, a bank account of WFBC (or a third party designated by WFBC). WFBC’s acceptance for purchase of offered accounts shall be evidenced by WFBC’s tendered of the Initial Payment to Seller or otherwise delivering to Seller a schedule of accounts accepted for purchase by WFBC. Seller’s assignment of offered accounts shall not be effective as to any accounts not accepted for purchase by WFBC. Seller hereby sells, transfers, assigns and otherwise conveys to WF...
Purchase and Sale of Accounts. Pursuant to the terms of this Agreement, Seller agrees to sell, transfer, convey, assign and deliver to Factor, and Factor agrees to purchase and receive from Seller, all of Seller's right, title and interest in and to certain Accounts arising from the sale of Goods or the rendering of services by Seller in the ordinary course of Seller's business.
Purchase and Sale of Accounts. From time to time during the term ----------------------------- of this Agreement, you will offer to sell to us selected of your Accounts (hereinafter defined) and we will consider purchasing, in our sole discretion, such Accounts which are acceptable to us. As used herein, the term "Accounts" means, collectively, accounts, contract rights and other forms of obligation arising in the ordinary course of business from the sale or lease of goods or rendition of services. Any purchase of Accounts will be evidenced by the execution of an Agreement for Assignment and Transfer of Accounts Receivable (each an "Assignment Agreement") in the form of Exhibit A. Any Account which we --------- purchase is hereinafter called an "Assigned Account." Each purchase shall be subject to the terms of this Agreement.
Purchase and Sale of Accounts. Client agrees to ofTer to sell to Xxxxxxx existing and future Accounts of Client. Each such offer shall be made on a schedule, in a form acceptable to Xxxxxxx. delivered to Xxxxxxx electronically or by such other means as Xxxxxxx may from time to time designate. Xxxxxxx'x purchase of an Account ofTercd for sale hereunder will be efTective upon its receipt of such schedule for such Account, without further act or instrument. At the time an Account is presented to Xxxxxxx for purchase, the Client shall also deliver to Xxxxxxx a copy of all invoices relating to the Account together with evidence of the delivery and performance of the goods and services giving rise to such Account.
Purchase and Sale of Accounts. The second paragraph of Article 2 of the Agreement is hereby amended and restated in its entirety to read as follows: "In connection with each offer of accounts to Xxxxxxx and, in any event, no later than three business days after the end of each week, commencing the week ending July 12, 2002, Grant shall deliver to Xxxxxxx (i) a written assignment of the subject billed and unbilled accounts including, without limitation, all other accounts acquired by Xxxxxxx as of the date of such assignment in substantially the form of EXHIBIT A attached hereto duly executed by an authorized representative of Grant and (ii) if so requested by Xxxxxxx, copies of all invoices or underlying contracts relating to such accounts and evidence of performance of the related services, in consideration for an advance calculated on the basis of Article 4 herein. It is agreed that any realized gains or losses resulting from currency fluctuations between each account purchase and settlement date shall be for Grant's account. In connection with the sale of accounts contemplated hereby, Grant further agrees to promptly make notations on its books and records pertaining to such accounts (including, without limitation, any computer records) that such accounts have been sold to Xxxxxxx."
Purchase and Sale of Accounts. Customer hereby irrevocably and unconditionally sells, conveys, transfers and assigns to Wintrust as absolute owner, and Xxxxxxxx hereby accepts from Customer, all of Customer’s right, title and interest in and to its existing and future Accounts. Such sale, conveyance, transfer and assignment of such Accounts is effective without further act or instrument. Wintrust shall be the sole and exclusive owner of the Accounts of Customer and shall have all rights and remedies of the owner with respect thereto, including rights to the goods and property represented thereby and the rights of an unpaid seller or provider of the goods or services giving rise thereto, including the rights of stoppage in transit, reclamation and replevin. Subject to the terms and conditions of this Agreement, any and all Proceeds and payments from the Account Debtor as to each Account shall be the sole property of Wintrust.
Purchase and Sale of Accounts. Seller hereby agrees to sell, transfer, and assign to Buyer without recourse or warranty except as expressly provided herein, and Buyer hereby agrees to purchase from Seller, subject to the terms, conditions, and provisions set forth herein, the Accounts and the Account Materials (as hereafter defined), such Sale to be effective as of the
Purchase and Sale of Accounts. COMMISIONS, FEES, INTEREST, INVENTORY AND BILLING AND LOAN
Purchase and Sale of Accounts. (a) Seller hereby sells, assigns, transfers, conveys and delivers to Accord all of Seller's right, title and interest in and to the Accounts, the invoices evidencing the Accounts and all other documents related to or associated with the Accounts. The sale of the Accounts is unconditional and without reservation of any kind.
(b) Accord shall deliver the Initial Payment to Seller at the time each of the Accounts is sold, assigned, transferred and delivered to Accord less a fee owed to Accord equal to two and one quarter percent (2.25%) of the face amount of each Accounts. Upon collection of each of the Accounts from the Account Debtors, Accord shall deliver a check to Seller (drawn against the Reserve) for the aggregate amount collected less (i) the Initial Payment, (ii) a fee owed Accord equal to One percent (1%) of the face amount of the collected Account(s) for each additional thirty (30) day period (or part thereof) from the date payment is received on each of the collected Accounts.
(iii) all Reimbursements, and (iv) all other amounts due Accord hereunder. Checks shall be delivered to Seller pursuant to the following schedule: Account Collection Date Payment Date to Seller ----------------------- ---------------------- On or after the 1st day and before 25th day of the The 15th day of a month same month On or after the 15th day and on or 10th day of the Before the last day of a month succeeding month The Reserve may be applied by Accord prior to any distribution to Seller first (i) compensating Accord for any breach by Seller of any provisions of this Agreement and (ii) compensating Accord for any sums owing to Accord pursuant to this Agreement including (without limitation) all Obligations. Seller understands that (i) the obligations of Accord under this subparagraph 2(b) are unsecured general obligations of Accord, (ii) Seller has no rights in or claim to amounts collected on any of the Accounts, and (iii) the Reserve is a payment mechanism and does not constitute property of Seller or funds held in trust by Accord for the benefit of Seller. Accord shall deduct from the first Initial Payment to be delivered to Seller by Accord the actual costs and expenses of Accord's legal counsel incurred in connection with the preparation of documents, out of pocket expenses and negotiating the transactions contemplated herein in an amount of $4,750.
Purchase and Sale of Accounts. Client hereby agrees to assign and sell, and does hereby assign and sell, to Factor, as absolute owner, and Factor hereby agrees to purchase, and does hereby purchase, all of Client’s Accounts created on and after the date of this Agreement, without any further act or instrument. Factor’s purchase of each Account will be effective as of the date of the creation of such Account. Notwithstanding Factor’s purchase of any Account hereunder, Client acknowledges, confirms and agrees that Factor has no obligation to perform, in any respect, any contracts of Client relating to any such purchased Account.
