Seller’s Accounts Receivable. Following the Closing, Buyer shall use its reasonable commercial efforts to collect the Sellers’ Accounts Receivables. Seller agrees to maintain accurate records of each such Account Receivable and the balance remaining on the same and to provide such reasonable documentation as may be requested from time to time by the Purchaser or any obligor under the same. Seller agrees to forebear taking any legal action, including the filing of any claim, to collect any Accounts Receivable following the Closing Date. Purchaser shall, within the first ten (10) days of each calendar month, remit to Seller all amounts collected on any Seller’s Accounts Receivable during the immediately preceding calendar month. During any calendar month, should an obligor under any of the Seller’s Accounts Receivable also have an account with the Purchaser, the Purchaser shall apply any sums collected from such obligor first against such obligor’s Seller’s Accounts Receivable until paid in full and then against the amounts owed the Purchaser. Notwithstanding anything contained herein to the contrary, in no event, whatsoever, shall the Purchaser have any liability for any of the Sellers’ Account Receivable that are uncollected or determined to be uncollectible, nor shall the Purchaser be obligated to expend any funds in furtherance of such collection efforts. On and after the first (1st) anniversary of the Closing Date, Purchaser shall have no further obligations to collect any sums under any of the Sellers’ Accounts Receivable.
Seller’s Accounts Receivable. For a period of six months after Closing, Buyer shall, on Seller's behalf, and at no charge to Seller, accept any payment with respect to Sellers customer receivables and other receivables arising out of the operation of Seller's Business prior to Closing. All collected receivables from vehicle sales shall be delivered to Seller within ten (10) days after collection, and all other collected receivables shall be delivered to Seller on a monthly basis. Buyer shall have no obligation to undertake collection efforts with respect to Seller's receivables, and Buyers only obligation shall be to account for and pay over Seller's receivables which are actually received by Buyer.
Seller’s Accounts Receivable. (a) As soon as practicable after the Closing Date, Sellers shall use reasonable efforts to furnish Buyer with a listing of the Customer Accounts Receivable as of the close of business on the Closing Date which have been outstanding for no more than 90 days prior to the Closing Date other than any accounts receivable in respect of RHC Media, Inc., Red Xxxxxxx and Worth Media and any accounts receivable that EDS' accounting policies required be fully reserved for (the "Excluded Receivables") (such accounts receivable and the accounts receivable in respect of the invoices issued pursuant to Section 7.10(b) collectively, the "Collectible Accounts Receivable") and a listing of all older Customer Accounts Receivable and the Excluded Receivables (the "Stale Accounts Receivable"); provided that Sellers' inadvertent, unintentional or negligent failure to provide a complete or accurate list of such Customer Accounts Receivable at any time shall not subject Sellers to any liability hereunder.
(b) As soon as practicable after the Closing Date, Buyer, with Sellers' assistance, will prepare and issue in the name of Sellers' designee, invoices to the Customers under the Transferred Customer Contracts (with copies to Sellers) covering all services for the period from the most recent invoice dates through and including the Closing Date. Each such invoice shall contain the same payment instructions as were contained in the most recent invoice to the Customer issued by Sellers, shall be prepared on a consistent basis with that invoice and shall contain charges only for services that were completed and billable as of the Closing Date as determined under the customary billing practices employed by the Business, except that if the Closing Date is on a day other than the last day of a regular billing period, the invoice amount for the data base maintenance fee and other fees which are customarily billed monthly shall be the fraction of the fee for the full regular billing period in which the Closing occurs (combining the operations of Sellers and Buyer), the numerator of which is the number of business days in such regular monthly billing period through the Closing Date and the denominator of which is the total number of business days in such regular monthly billing period. The amounts due from Customers under the foregoing invoices shall constitute part of the Collectible Accounts Receivable. For purposes of clarification, as a general principle, Sellers shall be entitled to pa...
Seller’s Accounts Receivable. Purchaser, upon receipt, shall promptly remit to Seller all sums received by Purchaser in payment of any of Seller’s Accounts Receivables. All sums received by Purchaser from a customer, guest or patron owing Seller under a Seller’s Account Receivable shall be credited, first, to the sums owing Seller, and then, to the extent any sums remain, to Purchaser. For a period of one (1) year after the Close of Escrow, Seller shall have the right, from time to time, to inspect and audit the books and records of the Hotel that pertain to income and collections, at Seller’s sole cost (unless it is determined from such audit or inspection that Purchaser has withheld Seller’s Accounts Receivable, then Purchaser shall pay the costs of such audit and inspection), and Purchaser shall provide full and complete access thereto to Seller during normal business hours upon not less than three (3) business days prior Notice, to verify receipt and payment of Seller’s Accounts Receivable.
Seller’s Accounts Receivable. Seller's goodwill;
Seller’s Accounts Receivable. Not withstanding any other provision of this Agreement, Buyer agrees that following Closing, Buyer shall cooperate with Seller in the collection of outstanding accounts receivable owed to Seller. In the event any of Seller’s account receivables are paid to Buyer, Buyer shall immediately remit Buyer’s account receivables to Seller.
Seller’s Accounts Receivable. Buyer is purchasing all of Seller's accounts receivable, including patient accounts receivable, long-term patient accounts receivable, income guarantee advances, amounts receivable from third party payor programs (governmental or commercial), notes, other receivables, whether or not written off. After the Closing, Seller shall remit to Buyer any payments received by Seller with respect to the accounts receivable sold to Buyer. Any funds so collected will be remitted to the Buyer within 5 days following receipt of such payments.
Seller’s Accounts Receivable. All accounts receivable of any of the Sellers, or any of them, including third-party receivables, which accrue prior to the Closing Date shall remain the property of Sellers. For a period of ninety (90) days from and after the Closing Date, Buyer agrees to accept payment of accounts receivable for and on behalf of Sellers, and shall make an accounting of and transmit such collected receivables to the Company on Friday of each week, whether received during such 90-day period or thereafter (“A/R Payments”). On the 91st day after the Closing Date, Buyer shall return all records of A/R Payments to the Company. A/R Payments received, unless otherwise specified by any payer, shall be allocated on a first in first out basis. Notwithstanding any of the above, Buyer shall have no duty actively to attempt to collect such receivables, but will cooperate with Sellers in such collection.
Seller’s Accounts Receivable. For a period of six (6) months after Closing, Buyer shall, on Seller's behalf, and at no charge to Seller, accept any payment with respect to Seller's customer receivables and other receivables arising out of the operation of Seller's Business prior to Closing. All collected receivables from vehicle sales shall be delivered to Seller within ten (10) days after collection, and all other collected receivables shall be delivered to Seller on a monthly basis. Buyer shall have no obligation to undertake collection efforts with respect to Seller's receivables, and Buyer's only obligation shall be to account for and pay over Seller's receivables which are actually received by Buyer. Seller shall be provided with reasonable access to Buyer's Ford and Mazda communication equipment for the above time period, at no cost to Seller, for purposes of processing claims with the Franchisors.
Seller’s Accounts Receivable. Seller is retaining its accounts receivable. From and after the Closing Date, payments of Seller's accounts receivable will be received by Seller in care of DCT, Inc. at 00000 Xxxxxx, Detroit, Michigan 48205. All checks received by Buyer with respect to Seller's accounts receivable shall be immediately remitted by Buyer to Seller at the address set forth above. All checks from Seller's account debtors which contain payment of both an account receivable due Seller and Buyer shall be deposited in Buyer's account, and Buyer shall pay Seller the amount due Seller by check drawn on Buyer's account. Further, each of Seller and Buyer will make their respective books and records available to the other party at reasonable times and with reasonable notice for a period of one (1) year after Closing to insure compliance with the foregoing and to insure a proper disposition of the accounts receivable relating to the Relevant Business subsequent to Closing.
