Eligible Accounts Receivable means Accounts, Instruments, Documents, Chattel Paper, Contracts, and General Intangibles from customers of Borrowers or any Approved Subsidiary in which Bank has a perfected first priority security interest subject to Bank's credit approvals thereof other than the following: (i) Accounts which remain unpaid ninety (90) days after the date of the applicable invoice; (ii) Accounts with respect to which the Account Debtor is an Affiliate of any of the Borrowers, or a director, officer or employee of any of the Borrowers; (iii) Accounts with respect to which the Account Debtor is the United States of America or any department, agency or instrumentality thereof, unless filings in accordance with the Assignment of Claims Act have been completed and filed in a manner satisfactory to the Agent or, as to any government contract entered into after the date of this Agreement, concurrently with the execution and delivery of that government contract; (iv) Accounts with respect to which the Account Debtor is not a resident of the United States or Canada except if such Accounts (1) are secured by irrevocable trade letter(s) of credit in form and content acceptable to Bank and confirmed by a United States financial institution acceptable to Bank, (2) are secured by standby letters of credit with an expiration of date of at least one hundred twenty (120) days from the date of shipment confirmed by United States Bank acceptable to Bank and otherwise in form and content acceptable to Bank, or (3) are insured by a company acceptable to Bank, which insurance covers business and political risk; (v) Accounts arising with respect to goods which have not been shipped and delivered to and accepted as satisfactory by the Account Debtor or arising with respect to services which have not been fully performed and accepted as satisfactory by the Account Debtor; (vi) Accounts for which the prospect of payment in full or performance in a timely manner by the Account Debtor is or is likely to become impaired as determined by the Bank in its reasonable discretion; (vii) Accounts which are not invoiced (and dated as of the date of such invoice) and sent to the Account Debtor within fifteen (15) days after delivery of the underlying goods to, or performance of the underlying services for, the Account Debtor; (viii) Accounts with respect to which Bank does not have a first and valid fully perfected security interest; (ix) Accounts with respect to which the Account Debtor is the subject of ban...
Eligible Accounts Receivable means the accounts receivables (net of any reserves and allowances for doubtful accounts in accordance with 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 GAAP.
Eligible Accounts Receivable means, at the time of any determination thereof, each Account that satisfies the following criteria at the time of creation and continues to meet the same at the time of such determination: such Account (i) arose from a completed, outright and lawful sale of goods or from the completed performance of patient-related services by the Borrower, any Guarantor or any Division in the ordinary course of business of the Borrower, any Guarantor or Division and in a manner consistent with current and historical business practices and (ii) is not ineligible for inclusion in the calculation of the Eligible Accounts Receivable pursuant to any of clauses (a) through (p) below or otherwise reasonably deemed by the Agent in good faith to be ineligible for inclusion in the calculation of Eligible Account Receivable as described below. Without limiting the foregoing, to qualify as an Eligible Account Receivable, an Account shall indicate as sole payee and as sole remittance party the Borrower, any Guarantor or any Division. In determining the amount to be so included, the face amount of an Account or Accounts shall be reduced by, without duplication, to the extent not reflected in such face amount, (a) the amount of all accrued and actual returns, contractual adjustments, discounts, claims, credits or credits pending, charges, price adjustments, freight or other allowances (including any amount that the Borrower or a Division, as applicable, may be obligated to rebate to a customer pursuant to the terms of any agreement or understanding (written or oral)), (b) the aggregate amount of all limits and deductions provided for in this definition and elsewhere in this Agreement, (c) the aggregate amount of all cash received in respect of such Account but not yet applied by the Borrower or the applicable Division to reduce the amount of such Account; and (d) the aggregate amount, without duplication, of reconciling items which reduce otherwise Eligible Accounts Receivable to the amounts shown on the Borrower's consolidated financial statements. Unless otherwise approved from time to time in writing by the Agent, no Account shall be an Eligible Accounts Receivable if, without duplication:
Examples of Eligible Accounts Receivable in a sentence
All rights to receive the payment of money, including accounts receivable, from the Federal National Mortgage Association and other property renovation customers for work performed by the Borrower or its Affiliates in connection with the Borrower’s property renovation program, including all Eligible Accounts Receivable (all such rights being referred to herein as “Accounts”).
For the avoidance of doubt, no security interest under this Section 2.1.2 shall be in effect until (i) an Event of Default has occurred and is continuing and the Lender has made a demand for such security interest and (ii) the Loan exceeds the outstanding amount of Eligible Accounts Receivable at any time.
Only upon demand by the Lender when an Event of Default has occurred and is continuing, all money, cash and cash equivalents of the Borrower deposited in the Pledged Account in an aggregate amount at any time not in excess of (a) the Loan minus (b) the outstanding amount of 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 an Account owing to Borrower, as determined by Bank in its sole and absolute discretion, which has arisen from the delivery and/or shipment of 3 products previously made and/or from services rendered for which an invoice has been issued by Borrower to its customer ("Customer") and (a) which amount is not subject to any offset, counterclaim or defense asserted by the Customer, (b) which amount is subject to a perfected security interest in favor of Bank and is not subject to any other security interest, lien, claim or encumbrance, and (c) which amount has not remained unpaid for more than 89 days after the date of the related invoice, (d) where not more than fifteen percent (15%) of the total amount owing from a Customer accounting for 5% or more of the total amount owing to Borrower has remained unpaid for more than 89 days after the date of the related invoice(s), excepting amounts due from Allergan, Mentor, Alaris and Paradigm, (e) amounts due from Allergan, Mentor, Alaris and Paradigm which have not remained unpaid for more than 30 days after the due date of the related invoice and do not exceed 25% of the total accounts owing to Borrower, (f) which amount is not an uninsured amount owing from a customer located in a foreign country, (g) which amount is not owing from the United States of America or any agency, department or subdivision thereof, unless a properly executed assignment of claims has been received by Bank, (h) which amount is not the subject of any threatened or actual litigation, (I) which amount is not owing from a Customer who is also a supplier or creditor of the Borrower, (j) which amount is not owing from a Subsidiary, Affiliate, officer or employee of the Borrower or an intercompany transaction, (k) which amounts are not cash, C.O.D. accounts or deposit payments for future products, and (i) which amounts are not consignment accounts, manufacturer representative accounts, buy/sell accounts, or bill xxx hold accounts.
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, at any time, the Accounts of a Loan Party which the Agent determines in its Permitted Discretion are eligible as the basis for Credit Extensions hereunder. Without limiting the Agent’s discretion provided herein, Eligible Accounts Receivable shall not include any Account:
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 means those Accounts Receivable of Borrower which the Lender deems in its reasonable discretion, to be eligible. Without limitation of the foregoing, unless otherwise agreed to in writing by the Lender, the following shall not constitute Eligible Accounts Receivable: (i) Accounts Receivable which remain unpaid 45 days after the contract date of such Accounts Receivable; (ii) Accounts Receivable not financed by a lender acceptable, in Lender's sole discretion, to Lender; and (iii) Accounts Receivable with respect to which the Account Debtor is a Borrower, any guarantor of the Liabilities, any Xxxxxx Entity or a director, officer, employee or Affiliate of any Borrower or any guarantor of the Liabilities; (iv) Accounts Receivable with respect to which the Account Debtor is either (a) not a resident of the United States or (b) located outside the United States unless such Account Receivable is either (I) subject to a letter of credit in form and manner satisfactory to Lender or (II) insured in form and manner satisfactory to Lender; (v) Accounts Receivable in dispute or with respect to which the Account Debtor has asserted or may assert a counterclaim or has or may have a right of setoff unless such Account Debtor has waived in writing all rights to offset and setoff; (vi) Accounts Receivable with respect to which the Lender does not have a first and valid fully perfected security interest; (vii) Accounts Receivable with respect to which the Account Debtor is the subject of a bankruptcy or a similar insolvency proceeding or has made an assignment for the benefit of creditors or whose assets have been conveyed to a receiver or trustee; and (viii) Accounts Receivable with respect to which the Account Debtor's obligation to pay is either on a "COD" basis or is conditional upon the Account Debtor's approval or is otherwise subject to any repurchase obligation or return right, as with sales made on a xxxx-and-hold, guaranteed sale, sale-and-return, sale on approval or consignment basis. Confidential Treatment Requested. Confidential portions of this document have been redacted and filed separately with the Commission.