Uncollected Accounts Receivable. (a) Promptly after the determination thereof, Buyers will cause the Companies to assign, transfer and convey jointly to the Stockholders their rights, title and interest in the billed accounts receivable of the Companies outstanding as of the Closing that remain outstanding more than 180 days from the Closing Date, to the extent the aggregate amount of such billed receivables exceed the reserve for doubtful billed accounts receivable reflected on the Closing Balance Sheet. The Stockholders will furnish to the Companies and Buyers such information relating to the collection of such billed accounts receivable as the Companies or Buyers may reasonably request, including third-party collection efforts or litigation with customers of any Company.
(b) If any unbilled accounts receivable included in the final Closing Balance Sheet are not collected by the Companies within 300 days from the Closing Date in the Ordinary Course of Business, without resort to third-party collection efforts or litigation (the "Unbilled Receivables"), then an amount equal to the aggregate face amount of such Unbilled Receivables, in excess of any reserves for uncollectible unbilled accounts receivable on the Closing Balance Sheet, if any will be due and owing to PSC. Such amount will be deducted first from the Holdback Amount and distributed to PSC in accordance with the Escrow Agreement, and to the extent the Holdback Amount is insufficient to satisfy such payment obligation in full, the Principal Stockholders, jointly and severally, will pay the balance thereof to PSC in cash within ten days after determination of the amount due from the Principal Stockholders. Buyers' calculation of Unbilled Receivables will be in reasonable detail as may be necessary to evaluate the accuracy thereof. Simultaneously with the full payment for Unbilled Receivables to PSC, Buyers will cause the Companies to assign transfer and convey jointly to the Stockholders their rights, title and interest in the Unbilled Receivables, to the extent the aggregate amount of such Unbilled Receivables exceed the reserve for doubtful unbilled accounts receivable reflected on the Closing Balance Sheet. The Stockholders will furnish to the Companies and Buyers such information relating to the collection of such Unbilled Receivables as the Companies or Buyers may reasonably request, including third-party collection efforts or litigation with customers of any Company.
(c) Buyers will cause the Companies to use commercially ...
Uncollected Accounts Receivable. Within five Business Days following the termination of the 120-day period following the Closing Date, Shareholder shall deliver to Purchaser an amount in cash equal to the percentage set forth on Schedule 5(a) hereto of the aggregate amount of the face value of the Accounts Receivable that were included in the Final Closing Date Balance Sheet but which were not collected by the Practice as of the end of such 120-day period (such amount being referred to herein as the “Uncollected Amount”). Purchaser shall convey to Shareholder all right, title and interest of Purchaser in and to the Accounts Receivable underlying the Uncollected Amount or the proportionate amount set forth on Schedule 5(a) hereto relative to other Shareholders. Purchaser shall provide Shareholder with reasonable access to the books and records of the Practice which are relevant to the collection of the Accounts Receivable in order to permit Shareholder to verify the amount of the Accounts Receivable that has been collected by the Practice.
Uncollected Accounts Receivable. To the extent Buyer makes a claim pursuant to Section 10.2(a) as a result of a breach of the representation and warranty in Section 5.6(c), and the amount of Buyer’s Losses as a result thereof is either applied to the Deductible or paid by the Sellers, then Buyer will, upon demand, transfer to the Representative (for the benefit of Sellers and at no cost to Sellers) for collection any uncollected account receivable that was the basis for such claim by Buyer and if Buyer or Enginetics collects upon such previously uncollected account receivable, it shall promptly pay over the proceeds thereof to the Representative (net of any costs of collection).
Uncollected Accounts Receivable. 29 6.9. Repurchases under Financing Documents.................. 30 6.10. Press Releases......................................... 31
Uncollected Accounts Receivable. Any accounts receivable of Employer resulting from sales occurring during a given fiscal period which are not collected within three (3) months following the end of such fiscal period shall be deemed uncollectible for the purpose of calculating the Net Sales Bonus to be paid to Carriere for the just completed fisxxx xxxxod; provided, however, that any account receivable deemed uncollectible in accordance with the above for a given fiscal period which is subsequently collected shall increase the Net Sales in the fiscal period of collection to the extent that Net Sales were previously reduced as a result of the account receivable previously being deemed uncollectible. Additionally, for the fiscal quarter of Employer ending December 31, 2006, Carriere shall receive an additional Net Sales Bonus payment to the extent accounts receivable, relating to the Net Sales Bonus paid to Carriere for the fiscal quarter endxxx December 31, 2006 and deemed uncollectible in accordance with the above, are collected during the period from April 1, 2007 through June 30, 2007.
Uncollected Accounts Receivable. With respect to any accounts receivable that are eliminated from the computation of Capitalization under Section 3.3(f), at EECI's request, MLP shall pursue or cause a member of the Company Group to pursue for EECI's benefit, at EECI's direction and sole cost and expense, all remedies available at law or in equity against the payors of such accounts receivable to collect such amounts. MLP shall pay to EECI any amounts received from such payors in payment of any such receivables.
Uncollected Accounts Receivable. Buyer acknowledges that it is not purchasing from Seller any Accounts Receivable. Buyer shall promptly remit to Seller any and all proceeds from accounts receivable existing on or prior to the Closing Date which Buyer may receive after the Closing Date. Buyer will have no right to set off or otherwise withhold or delay timely payment to Seller of any such amount for any amount owed or alleged to be owed to Buyer by Seller.
Uncollected Accounts Receivable. 21 ARTICLE 9. TERMINATION..........................................................21 Section 9.1
Uncollected Accounts Receivable. In the event Seller indemnifies Buyer pursuant to SECTION 10.2 for a claim under SECTION 2.20, each such accounts receivable for which Buyer is indemnified shall revert to the Seller. Seller shall retain any and all payments on such accounts receivable received subsequent to the date of payment of any claim, and Seller shall be entitled to take such action as it deems necessary to seek collection and payment of any such account receivable.
Uncollected Accounts Receivable. 40 12.03 Minimum Capital Expenditures ................................................. 40 12.04 Continuing Capital Leases .................................................... 40 12.05
