Common use of Seller’s Accounts Receivable Clause in Contracts

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. Following 9.1 In furtherance of the Closingprovisions of this Agreement, Buyer shall use its reasonable commercial efforts the parties acknowledge, one to collect the Sellers’ Accounts Receivables. other, that the accounts receivable of the Seller are the property of the Seller and it is agreed by and between the respective parties hereto as follows: (a) That the said accounts are not included in the sale; (b) The Seller agrees to maintain accurate records allow the Purchaser to set up an account Doing Business As (DBA) Xxxxxx Fuel Corporation for the duration of each such Account Receivable the contract, to facilitate the collections of Sellers accounts receivable and the balance remaining on the same and to provide such reasonable documentation as any future payments from said Customer Information that may be requested from time paid in the name of Xxxxxx Fuel Corporation. (c) Seller further agrees to time allow the use of the name Xxxxxx Fuel Corporation for the duration of the contract. It is further understood by both parties that said usage shall be solely for the purpose of the sale or distribution of# 2 fuel oil. (d) That the Seller will Dot, directly or indirectly, make or cause to make claim or demand upon or institute any action against any account receivable that may be due and payable to the Sel1er as of the date of closing unless it shall be with the prior written consent of the Purchaser or as authorized pursuant to this Agreement or is an account receivable in excess of 120 days; (e) If 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 account receivable of the Seller’s Accounts Receivable also have , which is not an account with receivable of the Purchaser, shall forward monies to the Purchaser on account of an indebtedness due Seller and there shall not be any indebtedness due from said customer to the Purchaser, the Purchaser will, with due diligence and reasonable dispatch, forward same to the Seller or said creditor as the case may require within 15 days after receipt thereof; (f) If an account receivable of the Seller 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 also be an account receivable of the Purchaser. Notwithstanding anything contained herein to , it is agree~ by and between the contraryparties, in no event, whatsoever, shall that the Purchaser have any liability for any will collect, on behalf of the Sellers’ Account Receivable that are uncollected or determined Seller, the account receivable and same shall be paid out on a first in, first out basis provided said account receivable is within credit terms of 30 days nom the date of sale and as to those accounts, payment shall be uncollectiblemade on a first in, nor first out basis. In the event an account receivable exceeds credit terms of 30 days from the date of sale, Purchaser shall the Purchaser not be obligated to expend any funds collect from said account receivable and shall commence doing business, if it so desires, by opening the account on its book with "zero balance". AU collections made from accounts receivable in furtherance excess of such collection efforts. On and after 30 days, shall be collected by the first (1st) anniversary Purchaser on behalf of the Closing DateSeller and shall be paid out on a last in/first out basis. (g) In the event payment is made by the account in excess of the amount of the delivery made by the Purchaser, Purchaser shall have no further obligations enter and include in its billing cycle to collect any sums under any the customer, the amount owed by the customer to the Seller; (h) Purchaser if it commences business with an account in excess of 30 days, shall open on its ledger a "zero balance" but shall enter and include in its billing cycle to the customer, the amount owed by the customer to the Seller; (i) Purchaser shall account for and remit to Seller, the funds received from the accounts receivable of the Sellers’ Accounts ReceivableSeller within 10 days after the end of the month wherein col1ection from the account was made; (j) If an account pays any sum to Seller directly, the Seller shall turn over said sum to the Purchaser who shall credit the amount on the ledger of the account making payment and remit to Seller in accordance with the terms of this paragraph; (k) Any payment received from the Purchaser from an account which is not an active account of the Purchaser, shall be remitted directly to the Seller. (l) Seller, its accountant or duly authorized representative, is granted the privilege to examine the books and records of the Purchaser having reference to the collection from the accounts receivable of the Seller not included in the sale and for which Purchaser is acting as agent for collection. The verification is to occur during normal business hours at Purchaser's place of business and upon notice to Purchaser.

Seller’s Accounts Receivable. Following the ClosingExcept as otherwise provided herein, Buyer shall use its reasonable commercial efforts it is expressly agreed by and between Purchaser and Seller that Seller is not selling to collect the Sellers’ Purchaser, and Purchaser is not purchasing from Seller, any of Seller’s Accounts ReceivablesReceivable. Seller agrees to maintain accurate records All 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 shall be and remain the immediately preceding calendar month. During any calendar monthproperty of Seller, should an obligor under any subsequent to the Closing of the Seller’s transaction contemplated hereby. At the Closing, Seller shall prepare a list of its outstanding Accounts Receivable also have an as of midnight on the date prior to the Closing, specifying the name of each account with and the Purchaser, the amount due to Seller. Purchaser shall apply hold any sums collected from amounts received by Purchaser as payment of 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 contraryaccounts receivable, in no eventtrust, whatsoeverif Purchaser actually collects any such amounts, and shall pay the Purchaser have any liability for any monies collected in respect thereof (less credit card fees) to Seller at the end of the Sellers’ Account Receivable that are uncollected or determined to be uncollectibleweek, nor shall accompanied by a statement showing the Purchaser be obligated to expend any funds in furtherance of amount collected on each such collection effortsaccount. On and after Other than the first (1st) anniversary of the Closing Dateforegoing, Purchaser shall have no further obligations obligation with respect to any such account, and Purchaser shall not be required to take any legal proceeding or action to effect collection on behalf of Seller. It is generally the intention of Purchaser and Seller that although all of Seller’s Accounts Receivable shall be and remain the property of the Seller, still, if any such accounts are paid to Purchaser, then Purchaser shall collect same and remit to Seller in the manner above provided, but Purchaser shall have no obligation to pursue and Seller reserves the right to collect any sums under any of the Sellers’ its Accounts ReceivableReceivables by all means it deems appropriate, at no cost to Purchaser.

Seller’s Accounts Receivable. Following It is expressly agreed by and between Purchaser and Seller that Seller is not hereby agreeing to sell or cause to be sold to Purchaser, and Purchaser is not hereby agreeing to purchase any of Seller’s accounts receivable (excluding, for the Closingavoidance of doubt, Buyer the Rooms Ledger). All of Seller’s accounts receivable shall use its reasonable commercial efforts be and remain the property of Seller subsequent 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 Dateof the transaction contemplated hereby. Purchaser shallshall hold any funds received by Purchaser as payment of such accounts receivable in trust, within if Purchaser actually collects any such amounts, and shall pay the first ten (10) days monies collected in respect thereof to Seller at the end of each calendar month, remit to Seller all amounts accompanied by a statement showing the amount collected on each such account; provided, however, that Seller shall not be entitled to 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 Hotel or other Property revenues received by 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 on and after the first (1st) anniversary of Closing from any payors owing any such accounts receivable for periods occurring prior to the Closing Date, Purchaser unless (i) such payors shall have no further be current in their accounts receivable obligations for periods occurring from and after the Closing or (ii) such payor identifies that such payment is made in connection with an invoice or stay occurring prior to collect any sums under any the Closing. The provisions of this Section 8.7 shall survive the Sellers’ Accounts ReceivableClosing.

Seller’s Accounts Receivable. Following Seller’s accounts receivable outstanding shall not be purchased by Purchaser and shall be and remain the property of Seller subsequent to the Closing of the transaction contemplated hereby. At the Closing, Buyer Seller shall use prepare a list of its reasonable commercial efforts outstanding accounts receivable as of midnight on the date prior to collect the Sellers’ Accounts Receivables. Seller agrees to maintain accurate records Closing, specifying the name of each such Account Receivable account and the balance remaining on the same and amount due 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 DateSeller. Purchaser shall, within the first ten (10) days of each calendar month, shall remit to Seller all any amounts received by Purchaser if Purchaser actually collects any such amounts, and shall pay the monies collected in respect thereof to Seller accompanied by a statement showing the amount collected on any Seller’s Accounts Receivable during each such account. Other than 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 Dateforegoing, Purchaser shall have no further obligations obligation with respect to any such account, and Purchaser shall not be required to take any legal proceeding or action to effect collection on behalf of Seller. It is generally the intention of Purchaser and Seller that if any such accounts are paid to Purchaser, then Purchaser shall collect same and remit to Seller, but Purchaser shall have no obligation to pursue and Seller reserves the right to collect any sums under any of the Sellers’ Accounts Receivableby all means Seller deems appropriate, at no cost to Purchaser.

Seller’s Accounts Receivable. Following On the ClosingClosing Date, Buyer each Seller shall use its reasonable commercial efforts deliver to collect the Sellers’ Purchaser an update of Seller’s Accounts Receivable list. Thereafter, Purchaser, upon receipt, shall promptly remit to such 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 following Closing shall be credited, unless otherwise designated by the payor, first, to the sums owing to Purchaser, and then, to the extent any sums remain, to Seller agrees to maintain accurate records for any Seller’s outstanding Accounts Receivable . For a period of each such Account Receivable and one (1) year after the balance remaining on Close of Escrow, Sellers shall have the same and to provide such reasonable documentation as may be requested right, 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 claimtime, to collect any Accounts Receivable following inspect and audit the Closing Date. books and records of the Hotels that pertain to income and collections, at Sellers’ sole cost (unless it is determined from such audit or inspection that Purchaser shall, within the first ten (10) days of each calendar month, remit to Seller all amounts collected on has withheld any Seller’s Accounts Receivable during the immediately preceding calendar month. During any calendar monthReceivable, should an obligor under any of the Seller’s Accounts Receivable also have an account with the Purchaser, the then Purchaser shall apply any sums collected from pay the costs of such obligor first against such obligor’s Seller’s Accounts Receivable until paid in audit and inspection), and Purchaser shall provide full and then against the amounts owed the Purchaser. Notwithstanding anything contained herein complete access thereto to the contrarySellers upon not less than three (3) business days prior Notice, in no event, whatsoever, shall the Purchaser have any liability for any to verify receipt and payment of the Sellers’ Accounts Receivable. All information so obtained by Sellers or their agents shall be confidential information which shall be disclosed solely on a need-to-know basis. Nothing in the foregoing shall obligate Purchaser to pursue the collection of any outstanding Seller 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 Receivables and after the first (1st) anniversary of the Closing Date, Purchaser shall have no further obligations obligation to collect any sums under any of the Sellers’ Accounts ReceivableSeller to do so.

Seller’s Accounts Receivable. Following On the ClosingClosing Date, Buyer each Seller shall use its reasonable commercial efforts deliver to collect the Sellers’ Purchaser an update of Seller’s Accounts Receivable list. Thereafter, Purchaser, upon receipt, shall promptly remit to such 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 following Closing shall be credited, unless otherwise designated by the payor, first, to the sums owing to Purchaser, and then, to the extent any sums remain, to Seller agrees to maintain accurate records for any Seller’s outstanding Accounts Receivable. For a period of each such Account Receivable and one (1) year after the balance remaining on Close of Escrow, Sellers shall have the same and to provide such reasonable documentation as may be requested right, 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 claimtime, to collect any Accounts Receivable following inspect and audit the Closing Date. books and records of the Hotels that pertain to income and collections, at Sellers’ sole cost (unless it is determined from such audit or inspection that Purchaser shall, within the first ten (10) days of each calendar month, remit to Seller all amounts collected on has withheld any Seller’s Accounts Receivable during the immediately preceding calendar month. During any calendar monthReceivable, should an obligor under any of the Seller’s Accounts Receivable also have an account with the Purchaser, the then Purchaser shall apply any sums collected from pay the costs of such obligor first against such obligor’s Seller’s Accounts Receivable until paid in audit and inspection), and Purchaser shall provide full and then against the amounts owed the Purchaser. Notwithstanding anything contained herein complete access thereto to the contrarySellers upon not less than three (3) business days prior Notice, in no event, whatsoever, shall the Purchaser have any liability for any to verify receipt and payment of the Sellers’ Accounts Receivable. All information so obtained by Sellers or their agents shall be confidential information which shall be disclosed solely on a need-to-know basis. Nothing in the foregoing shall obligate Purchaser to pursue the collection of any outstanding Seller 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 Receivables and after the first (1st) anniversary of the Closing Date, Purchaser shall have no further obligations obligation to collect any sums under any of the Sellers’ Accounts ReceivableSeller to do so.

Seller’s Accounts Receivable. Following Seller agrees to sell to Purchaser and Purchaser agrees to purchase from Seller on the Closing Date Seller’s accounts receivable (which purchase amount shall be paid by Purchaser in addition to the Purchase Price). Purchaser shall pay for Seller’s accounts receivable (and Seller shall receive a credit at Closing) in an amount equal to (a) for Seller’s accounts receivable outstanding for a period of thirty (30) days or less (“0-30 Day AR”), ninety percent (90%) of the amount of such 0-30 Day AR; and (b) for Seller’s accounts receivable outstanding for a period of thirty (30) to sixty (60) days (the “30-60 Day AR”), fifty percent (50%) of the amount of such 30-60 Day AR. Seller’s accounts receivable outstanding for a period of ninety-one (91) days or more (the “91-Day AR”) shall not be purchased by Purchaser and shall be and remain the property of Seller subsequent to the Closing of the transaction contemplated hereby. At the Closing, Buyer Seller shall use prepare a list of its reasonable commercial efforts outstanding accounts receivable as of midnight on the date prior to collect the Sellers’ Accounts Receivables. Seller agrees to maintain accurate records Closing, specifying the name of each such Account Receivable account and the balance remaining on the same and amount due 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 DateSeller. Purchaser shall, within the first ten (10) days of each calendar month, shall remit to Seller all any amounts received by Purchaser as payment for the 91-Day AR if Purchaser actually collects any such amounts and shall pay the monies collected in respect thereof (less credit card fees and other costs of collection) to Seller at the end of the week, accompanied by a statement showing the amount collected on any Seller’s Accounts Receivable during each such account. Other than 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 Dateforegoing, Purchaser shall have no further obligations obligation with respect to any such account, and Purchaser shall not be required to take any legal proceeding or action to effect collection on behalf of Seller. It is generally the intention of Purchaser and Seller that if any such accounts are paid to Purchaser, then Purchaser shall collect same and remit to Seller in the manner above provided, but Purchaser shall have no obligation to pursue and Seller reserves the right to collect any sums under any of the Sellers’ Accounts Receivable91-Day AR by all means Seller deems appropriate, at no cost to Purchaser.

Seller’s Accounts Receivable. Following It is expressly agreed by and between Purchaser and Seller that Seller is not hereby agreeing to sell to Purchaser, and Purchaser is not hereby agreeing to purchase from Seller, any of Seller’s accounts receivable. All of Seller’s accounts receivable shall be and remain the property of Seller, subsequent to the Closing of the transaction contemplated hereby. At the Closing, Buyer Seller shall use prepare a list of its reasonable commercial efforts outstanding accounts receivable as of midnight on the date prior to collect the Sellers’ Accounts Receivables. Seller agrees to maintain accurate records Closing, specifying the name of each such Account Receivable account and the balance remaining on the same and amount due 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 DateSeller. Purchaser shallshall hold any funds received by Purchaser explicitly designated as payment of such accounts receivable, within in trust, if Purchaser actually collects any such amounts, and shall pay the first ten (10) days monies collected in respect thereof to Seller at the end of each calendar month, remit to Seller all amounts accompanied by a statement showing the amount collected on any Seller’s Accounts Receivable during each such account. Other than 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 Dateforegoing, Purchaser shall have no further obligations obligation with respect to any such account, and Purchaser shall not be required to take any legal proceeding or action to effect collection on behalf of Seller. It is generally the intention of Purchaser and Seller that although all of Seller’s accounts receivable shall be and remain the property of Seller, still, if any such accounts are paid to Purchaser, then Purchaser shall collect same and remit to Seller in the manner above provided. Nothing herein contained shall be construed as requiring Purchaser to remit to Seller any sums under funds collected by Purchaser on account of Purchaser’s accounts receivable generated from Hotel operations, even if the person or entity paying same is also indebted to Seller. Other than eviction proceedings, Seller may bring any legal action to enforce collection of payment of any accounts receivable against any current tenant of the Sellers’ Accounts ReceivableProperty or other third party in a contractual or business relationship with the Property as of the Closing Date.