Common use of Sale or Discount of Receivables Clause in Contracts

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor any Restricted Subsidiary will discount or sell (with or without recourse) to any other Person that is not the Borrower or a Guarantor any of its notes receivable or accounts receivable.

Appears in 8 contracts

Samples: Credit Agreement (Atlas Resource Partners, L.P.), Credit Agreement (Atlas Energy, L.P.), Credit Agreement (Atlas Energy, L.P.)

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Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor any Restricted Subsidiary will discount or sell (with or without recourse) to any other Person that is not the Borrower or a Guarantor any of its notes receivable or accounts receivable.

Appears in 6 contracts

Samples: Credit Agreement (HighPoint Resources Corp), Credit Agreement (Bill Barrett Corp), Credit Agreement (Bill Barrett Corp)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower Parent or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower Parent nor any Restricted Subsidiary will discount or sell (with or without recourse) to any other Person that is not the Borrower or a Guarantor any of its notes receivable or accounts receivable.

Appears in 5 contracts

Samples: Credit Agreement (Atlas Energy Group, LLC), Intercreditor Agreement (Atlas Energy Group, LLC), Intercreditor Agreement (Atlas Energy Group, LLC)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor any Restricted Subsidiary will discount or sell (with or without recourse) to any other Person that is not the Borrower or a Guarantor any of its notes receivable or accounts receivable.

Appears in 3 contracts

Samples: Credit Agreement (Atlas Growth Partners, L.P.), Credit Agreement (Atlas Growth Partners, L.P.), Credit Agreement (Atlas Energy, L.P.)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor will not, and will not permit any Restricted Subsidiary will to, discount or sell (with or without recourse) to any other Person that is not the Borrower or a Guarantor any of its notes receivable or accounts receivablereceivable to any Person other than Borrower or any Guarantor.

Appears in 2 contracts

Samples: Credit Agreement (RSP Permian, Inc.), Credit Agreement (RSP Permian, Inc.)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary of its Subsidiaries out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor QRE MLP will not, and will not permit any Restricted Subsidiary will of its Subsidiaries to, discount or sell (with or without recourse) to any Person other Person that is not than the Borrower or a any Guarantor any of its notes receivable or accounts receivable.

Appears in 2 contracts

Samples: Credit Agreement (QR Energy, LP), Credit Agreement (QR Energy, LP)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the any Borrower or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the any Borrower nor any Restricted Subsidiary will discount or sell (with or without recourse) to any other Person that is not the a Borrower or a Guarantor any of its notes receivable or accounts receivable.

Appears in 1 contract

Samples: Credit Agreement (Ellora Energy Inc)

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Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary out outside of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor will not, and will not permit any Restricted Subsidiary will to, discount or sell (with or without recourse) to any Person other Person that is not than the Borrower or a Subsidiary Guarantor any of its notes receivable or accounts receivable.

Appears in 1 contract

Samples: Credit Agreement (BKV Corp)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary Guarantor out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither each of the Parent and the Borrower nor will not, and will not permit any Restricted Subsidiary will to, discount or sell (with or without recourse) to any other Person that is not the Borrower or a Subsidiary Guarantor any of its notes receivable or accounts receivable.

Appears in 1 contract

Samples: Credit Agreement (Titan Energy, LLC)

Sale or Discount of Receivables. Except for receivables acquired or otherwise obtained by the Borrower or any Restricted Subsidiary out of the ordinary course of business or the settlement of joint interest billing accounts in the ordinary course of business or discounts granted to settle collection of accounts receivable or the sale of defaulted accounts arising in the ordinary course of business in connection with the compromise or collection thereof and not in connection with any financing transaction, neither the Borrower nor any Restricted Subsidiary will discount or sell (with or without recourse) to any other Person that is not the Borrower or a Guarantor any of its notes receivable or accounts receivable.

Appears in 1 contract

Samples: Credit Agreement (HighPoint Resources Corp)

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