Eligible Accounts Receivable means, on any date, all Receivables denominated in Dollars payable by Eligible Account Obligors, except: (i) billed Receivables that have not been paid by the date 30 days after the respective due dates therefor; (ii) any Receivable subject to any asserted defense, dispute, claim, offset or counterclaim, provided that, if any such defense, dispute, claim, offset or counterclaim is asserted with respect to such Receivable in an amount equal to a sum certain, then such Receivable shall be an Eligible Account Receivable to the extent the face amount thereof exceeds such sum certain; (iii) all such Receivables subject to any repurchase or return arrangement; (iv) Receivables of each Eligible Account Obligor to the extent that the Receivables of such Eligible Account Obligor exceed 10% of all Receivables; (v) all Receivables that are payable by their terms more than 30 days from the respective invoice dates therefor; (vi) any Receivable in which the Lenders do not have a valid and perfected first priority security interest, except that such security interest may be subject to statutory Liens in respect of First Purchase Crude Payables that are not delinquent; (vii) any Receivable of a Subsidiary with respect to which any event described in Subsection 9.01(f) or (g) shall have occurred and be continuing; (viii) Receivables with respect to which the account debtor is not a Person resident in the United States; (ix) Receivables with respect to which goods have been placed on consignment, guaranteed sale or other terms by reason of which the payment by the account debtor may be conditional; (x) Receivables with respect to which an invoice has not been sent prior to the date of any Borrowing Base Report in which such Receivable is included for purposes of calculation of the Borrowing Base; (xi) Receivables which represent obligations of local, state or federal Governmental Authorities, unless such Governmental Authority is a Governmental Authority of the United States of America and such Governmental Authority has properly acknowledged the receipt of the assignment of Eligible Accounts Receivables in compliance with the Federal Assignment of Claims Act with respect thereto; (xii) Receivables which arise out of any contract or order which, by its terms, forbids or makes void or unenforceable any assignment by the Company to the Administrative Agent, for the benefit of Lenders, of the Receivable arising with respect thereto; (xiii) Receivables evidenced by any instrum...
Eligible Accounts Receivable means, as of any date of determination thereof, Accounts Receivables that satisfy the following criteria at the time of creation and continue to meet the same at the time of such determination: such Accounts Receivable (i) has been earned by performance and represents the bona fide amounts due to a Loan Party from an Account Debtor, and in each case originated in the ordinary course of business of such Loan Party, and (ii) in each case is not ineligible for inclusion in the calculation of the Borrowing Base pursuant to any of clauses (a) through (cc) below as determined by the Administrative Agent in its Permitted Discretion. Without limiting the foregoing, to qualify as an Eligible Accounts Receivable, an Accounts Receivable shall indicate no Person other than a Loan Party or an Affiliate of a Loan Party as payee or remittance party. In determining the amount to be so included, the face amount of an Account shall be reduced by, without duplication, to the extent not reflected in such face amount, (i) the amount of all accrued and actual discounts, claims, credits or credits pending, promotional program allowances, price adjustments, finance charges or other allowances (including any amount that a Loan Party may be obligated to rebate to a customer pursuant to the terms of any agreement or understanding (written or oral)) and (ii) the aggregate amount of all cash received in respect of such Accounts Receivable but not yet applied by the Loan Parties to reduce the amount of such Eligible Accounts Receivables. Any Accounts Receivables included within any of the following categories shall not constitute an Eligible Accounts Receivable:
Eligible Accounts Receivable means the accounts receivables (net of any reserves and allowances for doubtful accounts in accordance with U.S. GAAP) of any Person that are not more than 60 days past their due date and that were entered into in the ordinary course of business on normal payment terms as shown on the most recent consolidated balance sheet of such Person filed with the Commission, all in accordance with U.S. GAAP.
Examples of Eligible Accounts Receivable in a sentence
In order to secure the payments and disbursements to VRC under this Article 7, the Practice hereby assigns to VRC as absolute owner, and VRC hereby accepts from the Practice, all of the Eligible Accounts Receivable (as defined below) of the Practice now existing or hereafter rising in accordance with the terms and provisions of Exhibit 7.4 attached hereto, the contents of which are incorporated herein by this reference.
For purposes of this Agreement, the term “Accounts” shall mean all present and future Eligible Accounts Receivable, whether of the Grantor or of any shareholder or employee of the Grantor.
The Borrowing Base shall be an amount equal to: 100% of Eligible Accounts Receivable and 100% of Eligible Inventory, (as such terms are defined in the Prepetition Credit Agreement), as determined in the manner set forth in the Borrowing Base Certificate, attached hereto as Exhibit C.
General criteria for Eligible Accounts Receivable may be established and revised from time to time by the Agent.
In determining whether to reduce the lending formula, the Agent may consider events, conditions, contingencies or risks which are also considered in determining Eligible Accounts Receivable.
More Definitions of Eligible Accounts Receivable
Eligible Accounts Receivable means all unpaid Accounts, net of any credits, except that the following shall not in any event be deemed Eligible Accounts Receivable:
Eligible Accounts Receivable means all accounts receivable of the Borrower except those which are:
Eligible Accounts Receivable means (i) Accounts which are due and payable within ninety (90) days from the original date of invoice (120 days in the case of Accounts due from hospitals); (ii) Accounts due from Xxxxxxx & Xxxxxxx, whether domestic or foreign; (iii) the proceeds of Accounts consisting of deposits awaiting collection; (iv) Accounts with respect to which the Account Debtor is not domiciled in the United States of America (other than Accounts due from Xxxxxxx & Xxxxxxx) of less than $500,000.00 in the aggregate, each of which have been validly assigned to the Bank and comply with all of the terms, conditions, warranties and representations made to the Bank under this Agreement and the other Loan Documents; but Eligible Accounts Receivable shall not include the following: (a) Accounts with respect to which the Account Debtor is an officer, director, employee, or agent of the Borrower or an Affiliate; (b) Accounts with respect to which goods are placed on consignment, guaranteed sale, xxxx-and-hold, repurchase or return, or other terms by reason of which the payment of the Account Debtor may be conditional; (c) Accounts arising from progress xxxxxxxx, invoices for deposits, and rebills of amounts previously credited to the extent of credits issued more than fifteen (15) days prior to such rebill; (d) Accounts with respect to which the Account Debtor is not domiciled in the United States of America (other than Accounts due from Xxxxxxx & Xxxxxxx) in excess of $500,000.00 in the aggregate unless such excess is fully secured by an irrevocable letter of credit acceptable to the Bank and assigned to the Bank; (e) Accounts with respect to which the sale is on an installment sale, lease or other extended payment basis; (f) Accounts with respect to which the Account Debtor is a federal governmental authority unless such governmental authority is the United States of America or any department, agency or instrumentality of the United States, and the Borrower complies with the Assignment of Claims Act of 1940, as amended (31 U.S.C. Section 203 et seq.); (g) Accounts with respect to which the Account Debtor is a Subsidiary of, Affiliate of, or has common officers or directors with the Borrower; (h) Accounts with respect to which the Bank does not for any reason have a perfected first priority Lien; (i) Accounts with respect to which the Borrower is or may become liable to the Account Debtor for goods sold or services rendered by the Account Debtor for goods sold or services rendered by t...
Eligible Accounts Receivable means consolidated accounts receivable of the Partnership and its Restricted Subsidiaries that are no more than 60 days past due under their scheduled payment terms.
Eligible Accounts Receivable means Accounts of the respective Borrowers deemed by the Agent in the exercise of its Permitted Discretion to be eligible for inclusion in the calculation of the Borrowing Base. In determining the amount to be so included, the face amount of such Accounts shall be reduced by the amount of all returns, discounts, deductions, claims, credits, charges, or other allowances. Unless otherwise approved in writing by the Agent, no Account of any Borrower shall be deemed to be an Eligible Account Receivable if:
Eligible Accounts Receivable means and consist solely of trade accounts created in the ordinary course of Borrower’s business, upon which Borrower’s right to receive payment is absolute and not contingent upon the fulfillment of any condition whatsoever, and in which Bank has a perfected security interest of first priority, and shall not include:
Eligible Accounts Receivable will mean all Accounts, except those Accounts (the “Ineligible Accounts”) which meet any of the following criteria at the time the Account comes into existence or prior to the date on which the Account is collected in full, (less the estimated contractual allowances resulting from reductions imposed by insurance companies and government payors as determined by Borrower and approved by Lender): (a) an Account which is more than one hundred twenty (120) days past due from the invoice date, provided that the aggregate amount of all Accounts which are more than ninety (90) days past due from the invoice date will be capped at $100,000.00 and all Accounts which exceed this aggregate amount will be deemed Ineligible Accounts; (b) Accounts of Account debtors disapproved by Lender, as reasonably determined by Lender; (c) private pay Accounts; (d) an Account which does not arise from a bona fide performance of services by Borrower; (e) any portion of an Account which is subject to or with respect to which Borrower has received notice of any claim, counterclaim, set-off, allowance or adjustment by the Account debtor, including without implied limitation, any claim, counterclaim, set-off, allowance or adjustment based on any violation of or failure to comply with any applicable federal or state law; (f) an Account which is subject to any attachment, levy, garnishment or other judicial process or subject to any assignment, claim, lien or security interest of any character; (g) an Account which does not arise in the ordinary course of Borrower’s business; (h) an Account for which Borrower or Lender has received notice of bankruptcy, receivership, conservatorship, insolvency or material adverse change in the financial condition of the Account debtor;