Common use of Purchase and Sale of Accounts Receivable Clause in Contracts

Purchase and Sale of Accounts Receivable. (a) Those Accounts Receivable which CTAC elects to purchase from each Company from time to time shall be listed in an Invoice Delivery Schedule, substantially in the form of Exhibit B (such form, together with any schedules and attachments thereto is hereinafter referred to as an "Invoice Schedule"), executed by the Company Agent and accepted by CTAC from time to time throughout the term of this Agreement. Upon acceptance by CTAC of an Invoice Schedule, the applicable Company shall be deemed to have sold, assigned, transferred, conveyed and delivered to CTAC, and CTAC shall be deemed to have purchased and received from such Company, all right, title and interest of such Company in and to the Accounts Receivable listed in such Invoice Schedule. Notwithstanding the foregoing, if any Company or CTAC fails to include in any Invoice Schedule a particular Account Receivable tendered by such Company to CTAC, but CTAC nonetheless makes an Initial Payment (as hereinafter defined) to such Company, or the Company Agent, for such Account Receivable, then CTAC shall be presumed conclusively to have purchased, and such Company shall be presumed conclusively to have sold, such Account Receivable pursuant to this Agreement, and such Account Receivable shall be governed by the terms and conditions (including, without limitation, such Company's representations and warranties to CTAC) of this Agreement. The Accounts Receivable which CTAC has purchased, either by its acceptance of an Invoice Schedule or by making an Initial Payment with respect thereto, are sometimes referred to herein as "Purchased Receivables." The initial payment to be made by CTAC (the "Initial Payment") shall be in the amount of 75% of the Net Amount (as hereafter defined) of such Eligible Accounts Receivable ("Initial Payment Percentage"), provided, however, that in the event the Companies' Dilution Rate (as hereafter defined) with respect to Accounts Receivable exceeds 5%, the Initial Payment Percentage shall be reduced by 1% for each 1% increase in the Dilution Rate. As used herein, "

Purchase and Sale of Accounts Receivable. (a) Those Accounts Receivable which CTAC Access Capital elects to purchase from each the Company from time to time shall be listed in an Invoice Delivery Schedule, substantially in the form of Exhibit B A (such form, together with any schedules and attachments thereto is hereinafter referred to as an "Invoice Schedule"), executed by the Company Agent and accepted by CTAC Access Capital from time to time throughout the term of this Agreement. Upon acceptance by CTAC Access Capital of an Invoice Schedule, the applicable Company shall be deemed to have sold, assigned, transferred, conveyed and delivered to CTACAccess Capital, and CTAC Access Capital shall be deemed to have purchased and received from such the Company, all right, title and interest of such the Company in and to the Accounts Receivable listed in such Invoice Schedule. Notwithstanding the foregoing, if any either the Company or CTAC Access Capital fails to include in any Invoice Schedule a particular Account Receivable tendered by such the Company to CTACAccess Capital, but CTAC Access Capital nonetheless makes an Initial Payment (as hereinafter defined) to such Company, or the Company Agent, for such Account Receivable, then CTAC Access Capital shall be presumed conclusively to have purchased, and such the Company shall be presumed conclusively to have sold, such Account Receivable pursuant to this Agreement, and such Account Receivable shall be governed by the terms and conditions (including, without limitation, such the Company's representations and warranties to CTACAccess Capital) of this Agreement. The Accounts Receivable which CTAC Access Capital has purchased, either by its acceptance of an Invoice Schedule or by making an Initial Payment with respect thereto, are sometimes referred to herein as "Purchased Receivables." The initial payment to be made by CTAC (the "Initial Payment") shall be in the amount of 75% of the Net Amount (as hereafter defined) of such Eligible Accounts Receivable ("Initial Payment Percentage"), provided, however, that in the event the Companies' Dilution Rate (as hereafter defined) with respect to Accounts Receivable exceeds 5%, the Initial Payment Percentage shall be reduced by 1% for each 1% increase in the Dilution Rate. As used herein, "

Purchase and Sale of Accounts Receivable. (a) Those Accounts Receivable which CTAC Laurus elects to purchase from each Company from time to time shall be listed in an Invoice Delivery Schedule, substantially in the form of Exhibit B A (such form, together with any schedules and attachments thereto is hereinafter referred to as an "Invoice Schedule"), executed by the applicable Company Agent and accepted by CTAC Laurus from time to time throughout the term of this Agreement. Upon acceptance by CTAC Laurus of an Invoice Schedule, the applicable Company shall be deemed to have sold, assigned, transferred, conveyed and delivered to CTACLaurus, and CTAC Laurus shall be deemed to have purchased and received from such Company, all right, title and interest of such Company in and to the Accounts Receivable listed in such Invoice Schedule. Notwithstanding the foregoing, if any Company or CTAC Laurus fails to include in any Invoice Schedule a particular Account Receivable tendered by such any Company to CTACLaurus, but CTAC Lauras nonetheless makes an Initial Payment (as hereinafter defined) to such Companyany Company (or to Vertex, or as agent for the Company Agent, Companies) for such Account Receivable, then CTAC Laurus shall be presumed conclusively to have purchased, and such the applicable Company shall be presumed conclusively to have sold, such Account Receivable pursuant to this Agreement, and such Account Receivable shall be governed by the terms and conditions (including, without limitation, such the applicable Company's representations and warranties to CTACLaurus) of this Agreement. The Accounts Receivable which CTAC Laurus has purchased, either by its acceptance of an Invoice Schedule or by making an Initial Payment with respect thereto, are sometimes referred to herein as "Purchased Receivables." The initial payment to be made by CTAC Laurus (the "Initial Payment") shall may be in the an amount of 75up to 70% of the Net Amount (as hereafter defined) net amount of such Eligible Accounts Receivable ("Initial Payment Percentage"), such Initial Payment Percentage to be increased or decreased in the sole discretion of Laurus; provided, however, that in the event the Companies' Dilution Rate (as hereafter defined) any Company's dilution rate with respect to its Accounts Receivable exceeds 5%, Laurus shall have the Initial Payment Percentage shall be reduced by 1% for each 1% increase in the Dilution Rate. As used herein, "right to

Purchase and Sale of Accounts Receivable. (a) Those Accounts Receivable which CTAC that Access Capital elects to purchase from each Company from time to time any of the Companies (the "Eligible Accounts Receivable") shall be listed in an Invoice Delivery Schedule, substantially in the form of Exhibit B Schedule prepared for each purchase by Access Capital (such form, together with any schedules and attachments thereto is hereinafter referred to as an "Invoice Delivery Schedule"), executed by the Company Agent and accepted by CTAC from time to time throughout the term of this Agreement. Upon acceptance creation by CTAC Access Capital of an Invoice Delivery Schedule, the applicable Company Companies shall be deemed to have sold, assigned, transferred, conveyed and delivered to CTACAccess Capital, and CTAC Access Capital shall be deemed to have purchased and received from such Companythe Companies, all right, title and interest of such Company the Companies in and to the Accounts Receivable listed in such Invoice Delivery Schedule. Access Capital shall have no obligation to deem any Account Receivable from a specific Account Debtor to be an Eligible Account Receivable if 25% or more of the Accounts Receivable from such Account Debtor exceeds the Eligibility Period (as such term is defined in paragraph 3 herein). Notwithstanding the foregoing, if any Company or CTAC fails to include in any Invoice Schedule a particular Account Receivable tendered by such a Company to CTACAccess Capital is not included in an Invoice Delivery Schedule, but CTAC Access Capital nonetheless makes an Initial Payment (as hereinafter defined) to such Company, or the Company Agent, Companies for such Account Receivable, then CTAC Access Capital shall be presumed conclusively to have purchased, and such the Company shall be presumed conclusively to have sold, such Account Receivable pursuant to this Agreement, and such Account Receivable shall be governed by the terms and conditions (including, without limitation, such Company's the Companies' representations and warranties to CTACAccess Capital) of this Agreement. The Accounts Receivable which CTAC that Access Capital has purchased, either by its acceptance of an Invoice Delivery Schedule or by making an Initial Payment with respect thereto, are sometimes referred to herein as "Purchased Receivables." The initial payment to be made by CTAC (the "Initial Payment") shall be in the amount of 75% of the Net Amount (as hereafter defined) of such Eligible Accounts Receivable ("Initial Payment Percentage"), provided, however, that in the event the Companies' Dilution Rate (as hereafter defined) with respect to Accounts Receivable exceeds 5%, the Initial Payment Percentage shall be reduced by 1% for each 1% increase in the Dilution Rate. As used herein, "