Common use of Repurchase of Accounts Clause in Contracts

Repurchase of Accounts. In the event that (a) an Assigned Account becomes the subject of a Dispute, (b) there exists any breach of your representations, warranties or covenants under this Agreement with respect to an Assigned Account, (c) an Assigned Account is not paid on or before the expiration of ninety (90) days from its invoice date (such an Account being hereinafter referred to as a “Late Account”), or (d) we reasonably deem ourselves insecure with respect to any Assigned Account in light of material changes in the creditworthiness of the Account Debtor or otherwise, then and in any such event you shall immediately upon demand by us (whether written or oral) repurchase the Account from us for a purchase price (the “Account Repurchase Price”) equal to (i) the sum of the Advance Payment for such Account plus any and all accrued fees hereunder (calculated to the date of repurchase) and unreimbursed costs and expenses associated with such Account minus (ii) the paid portion of such Account, if any. With respect to any Assigned Account that becomes the subject of a Dispute, your obligations under this paragraph are irrespective of any accord and satisfaction of such Account as against the Account Debtor by operation of Section 3-311 of the Uniform Commercial Code as adopted and in effect in the applicable jurisdiction (the “UCC”).

Appears in 2 contracts

Samples: Master Factoring Agreement (Aegis Communications Group Inc), Accounts Receivable Purchase and Security Agreement (Global It Holdings Inc)

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Repurchase of Accounts. In the event that (a) an Assigned Account becomes the subject of a Dispute, (b) there exists any breach of your representations, warranties or covenants under this Agreement with respect to an Assigned Account, (c) an Assigned Account is not paid on or before the expiration of ninety (90) days from its invoice date (such an Account being hereinafter referred to as a "Late Account"), or (d) we reasonably deem ourselves insecure with respect to any Assigned Account in light of material changes in the creditworthiness of the Account Debtor or otherwise, then and in any such event you shall immediately upon demand by us (whether written or oral) repurchase the Account from us for a purchase price (the “Account Repurchase Price”) equal to (i) the sum amount of the Advance Payment for such Account plus any and all accrued fees hereunder the applicable Discount Fee (calculated to the date of repurchase) together with any and unreimbursed all other costs and expenses associated with such Account minus (ii) the paid portion of such the Account, if anyany (the "Account Repurchase Price"). With respect to any Assigned Account that becomes the subject of a Dispute, your obligations under this paragraph are irrespective of any accord and satisfaction of such Account as against the Account Debtor by operation of Section 3-311 of the Uniform Commercial Code as adopted and in effect in the applicable jurisdiction (the "UCC").

Appears in 1 contract

Samples: Master Factoring Agreement (Plangraphics Inc)

Repurchase of Accounts. In the event that (a) an Assigned Account becomes the subject of a Dispute, (b) there exists any breach of your representations, warranties or covenants under this Agreement with respect to an Assigned Account, (c) an Assigned Account is not paid on or before the expiration of ninety Ninety (90) days from its invoice date (such an Account being hereinafter referred to as a “Late Account”), or (d) we reasonably deem ourselves insecure with respect to any Assigned Account in light of material changes in the creditworthiness of the Account Debtor or otherwise, then and in any such event you shall immediately upon our written demand by pay to us in cash (whether written or oralexcept as otherwise provided in Paragraph 4.2) repurchase the Account from us for a purchase price an amount (the “Account Repurchase Price”) equal to (i) the sum of the Advance Payment for such Account plus any and all accrued fees hereunder (calculated to the date of repurchase) and unreimbursed un-reimbursed costs and expenses associated with such Account minus (ii) the paid portion of such Account, if any; and upon receipt of the Account Repurchase Price we will execute and deliver to you an appropriate instrument whereby title to such Account shall be reassigned to you subject to our continuing security interest therein. With respect to any Assigned Account that becomes the subject of a Dispute, your obligations under this paragraph are irrespective of any accord and satisfaction of such Account as against the Account Debtor by operation of Section 3-311 of the Uniform Commercial Code as adopted and in effect in the applicable jurisdiction (the “UCC”).

Appears in 1 contract

Samples: Master Factoring Agreement (EDUtoons, Inc.)

Repurchase of Accounts. In the event that (a) an Assigned Account becomes the subject of a Dispute, (b) there exists any material breach of your representations, warranties or covenants under this Agreement with respect to an Assigned Account, (c) an Assigned Account is not paid on or before the expiration of ninety (90) days from its invoice date (such an Account being hereinafter referred to as a “Late Account”"LATE ACCOUNT"), or (d) we reasonably deem ourselves insecure with respect to any Assigned Account in light of material changes in the creditworthiness of the Account Debtor or otherwise, then and in any such event you shall immediately upon demand by us (whether written or oral) repurchase the Account from us for a purchase price (the “Account Repurchase Price”) equal to (i) the sum amount of the Advance Payment for such Account plus any and all accrued fees hereunder the applicable Discount Fee (calculated to the date of repurchase) together with any and unreimbursed all other costs and expenses associated with such Account minus (ii) the paid portion of such the Account, if anyany (the "ACCOUNT REPURCHASE PRICE"). With respect to any Assigned Account that becomes the subject of a Dispute, your obligations under this paragraph are irrespective of any accord and satisfaction of such Account as against the Account Debtor by operation of Section 3-311 of the Uniform Commercial Code as adopted and in effect in the applicable jurisdiction (the "UCC").

Appears in 1 contract

Samples: Master Factoring Agreement (USG&E, Inc.)

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Repurchase of Accounts. In the event that (a) an Assigned Account becomes the subject of a Dispute, (b) there exists any breach of your representations, warranties or covenants under this Agreement with respect to an Assigned Account, (c) an Assigned Account is not paid on or before the expiration of ninety (90) days from its invoice date (such an Account being hereinafter referred to as a “Late Account”"LATE ACCOUNT"), or (d) we reasonably deem ourselves insecure with respect to any Assigned Account in light of material changes in the creditworthiness of the Account Debtor or otherwise, then and in any such event you shall immediately upon demand by us (whether written or oral) repurchase the Account from us for a purchase price (the “Account Repurchase Price”) equal to (i) the sum amount of the Advance Payment for such Account plus any and all accrued fees hereunder the applicable Discount Fee (calculated to the date of repurchase) together with any and unreimbursed all other costs and expenses associated with such Account minus (ii) the paid portion of such the Account, if anyany (the "ACCOUNT REPURCHASE PRICE"). With respect to any Assigned Account that becomes the subject of a Dispute, your obligations under this paragraph are irrespective of any accord and satisfaction of such Account as against the Account Debtor by operation of Section 3-311 of the Uniform Commercial Code as adopted and in effect in the applicable jurisdiction (the "UCC").

Appears in 1 contract

Samples: Amendment of Solicitation/Modification of Contract (Acorn Holding Corp)

Repurchase of Accounts. In the event that (a) an Assigned Account becomes the subject of a Dispute, (b) there exists any breach of your representations, warranties or covenants under this Agreement with respect to an Assigned Account, (c) an Assigned Account is not paid on or before the expiration of ninety (90) days from its invoice date (such an Account being hereinafter referred to as a "Late Account"), or (d) we reasonably deem ourselves insecure with respect to any Assigned Account in light of material changes in the creditworthiness of the Account Debtor or otherwise, then and in any such event you shall immediately upon demand by us (whether written or oral) repurchase the Account from us for a purchase price (the “Account Repurchase Price”) equal to (i) the sum amount of the Advance Payment for such Account plus any and all accrued fees hereunder the applicable Discount Fee (calculated to the date of repurchase) together with any and unreimbursed all other costs and expenses associated with such Account minus (ii) the paid portion of such the Account, if anyany (the "ACCOUNT REPURCHASE Price'). With respect to any Assigned Account that becomes the subject of a Dispute, your obligations under this paragraph are irrespective of any accord and satisfaction of such Account as against the Account Debtor by operation of Section 3-311 of the Uniform Commercial Code as adopted and in effect in the applicable jurisdiction (the "UCC').

Appears in 1 contract

Samples: Master Factoring Agreement (Acorn Holding Corp)

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