Eligible Accounts Receivable

Eligible Accounts Receivable. Means all unpaid Accounts, net of any credits, except the following shall not in any event be deemed Eligible Accounts: (a) That portion of Accounts unpaid 30 days or more after the invoice date: (b) That portion of Accounts that is disputed or subject to a claim of offset or a contra account; (c) That portion of Accounts not yet earned by the final delivery of goods or rendition of services, as applicable, by any Borrower to the customer; (d) Accounts owed by any unit of government, whether... foreign or domestic except Incentive Payments will be considered a part of Eligible Accounts as defined in this Agreement; (e) Accounts owed by an account debtor located outside the United States; (f) Accounts owed by an account debtor that is insolvent, the subject of bankruptcy proceedings or has gone out of business; (g) Accounts owed by a shareholder, Guarantor, Affiliate, officer or employee of any Borrower; (h) Accounts not subject to a duly perfected security interest in the Lender's favor or which are subject to any lien, security interest or claim in favor of any Person other than the Lender, including, without limitation, any payment or performance bond; (i) That portion of Accounts that has been restructured, extended, amended or modified; (j) That portion of Accounts that constituted advertising, finance charges, service charges or sales or excise taxes; and (k) Accounts, or portions thereof, otherwise deemed ineligible by the Lender, in its sole discretion, exercised reasonably. View More

Eligible Accounts Receivable. All accounts receivable of Borrower outstanding less than 90 days, but not including any accounts receivable from any Related Parties or from any foreign companies or entities.

Eligible Accounts Receivable. The gross amount of the Company's Trade Accounts Receivable that are subject to a valid, exclusive, first priority and fully perfected security interest in favor of CIT, which conform to the warranties contained herein and which, at all times, continue to be acceptable to CIT in the exercise of its reasonable business judgment, less, without duplication, the sum of: (a) any returns, discounts, claims, credits and allowances of any nature (whether issued, owing, granted, claimed or outstanding),... and (b) reserves for any such Trade Accounts Receivable that arise from or are subject to or include: (i) sales to the United States of America, any state or other governmental entity or to any agency, department or division thereof, except for any such sales as to which the Company has complied with the Assignment of Claims Act of 1940 or any other applicable statute, rules or regulation, to CIT's satisfaction in the exercise of its reasonable business judgment; (ii) foreign sales, other than sales which otherwise comply with all of the other criteria for eligibility hereunder and are either (y) to foreign subsidiaries of the following United States corporations: Flextronix, Hewlett Packard, Lexmark International, Clorox, Leapfrog and Unisys or other foreign subsidiaries of United Sates corporations approved by CIT in its sole discretion, provided such Accounts do not exceed the lesser of 30% of all Eligible Accounts Receivable and $5,000,000 in the aggregate at any one time or (z) to DBK, provided such Accounts do not to exceed $2,000,000 in the aggregate at any one time and are at all times supported by credit insurance payable to CIT and in form, substance and amount and by an issuer acceptable to CIT; (iii) Accounts that remain unpaid more than ninety (90) days from invoice date (except for sales of raw material Inventory that remain unpaid more than thirty (30) days from invoice date); (iv) contra Accounts (excluding Lexmark International, Cognitive, Clorox, Lexmark International Technology, S.A. and Axiohm so long as such account debtors have executed CIT's agreement referenced in Section 2.1(bb) herein, provided such Accounts do not exceed the Maximum Contra Exposure in the aggregate at any one time); (v) sales to any subsidiary, or to any company affiliated with the Company in any way; (vi) bill and hold (deferred shipment) (except to the extent CIT receives a bill and hold letter acceptable to CIT) or consignment sales; (vii) sales to any customer which is: (A) insolvent, (B) the debtor in any bankruptcy, insolvency, arrangement, reorganization, receivership or similar proceedings under any federal or state law, (C) negotiating, or has called a meeting of its creditors for purposes of negotiating, a compromise of its debts, or (D) financially unacceptable to CIT or has a credit rating unacceptable to CIT (unless backed by a letter of credit assigned to and in form and substance acceptable to CIT); (viii) all sales to any customer if fifty percent (50%) or more of the aggregate dollar amount of all outstanding invoices to such customer are unpaid more than ninety (90) days from invoice date (except that with respect to Little Tikes Company such sales shall not exceed 25%); (ix) pre-billed receivables and receivables arising from progress billing; (x) an amount representing, historically, returns, discounts, claims, credits, allowances and applicable terms; (xi) sales to an account debtor whose Accounts represent an amount greater than 20% of the Company's Accounts (and with respect to Little Tikes Company, Accounts greater than 30% further limited to $5,700,000.00 in Availability), to the extent of such excess; (xii) sales of raw material Inventory which exceed a sub limit of $1,000,000 outstanding at any one time for all such sales; (xiii) sales not payable in United States currency; (xiv) engineering services related Accounts and tooling services related Accounts; and (xv) any other reasons deemed necessary by CIT in its reasonable business judgment, including without limitation, for distribution customers that have excess inventory on hand (as determined by CIT in its sole discretion) or those which are customary either in the commercial finance industry or in the lending practices of CIT View More

Eligible Accounts Receivable. All of Borrower's Accounts Receivable that are based on goods shipped or services rendered by Borrower and that are and continue to be acceptable to Bank in all respects. Criteria for determining eligibility may be revised by Bank at any time. Without limitation, Eligible Accounts Receivable exclude all of the following Accounts Receivable: the entire balance of any Accounts Receivable that has been due and owing for more than 90 days from the invoice date; all of the remaining Accounts... Receivable owned by an Account Debtor when this Account Debtor has been due and owing for more than 90 days from the invoice date on one account; and those Accounts Receivable which Bank in Bank's sole discretion disqualifies as an Eligible Account. View More

Eligible Accounts Receivable. The Company's Accounts Receivable that are and continue to be acceptable to you in all respects. Eligible Accounts Receivable exclude all Accounts Receivable, or the portion of any Account Receivable as indicated, that: (a) Have not been finally accepted by the Account Debtors and Guarantors without dispute, offset, defense or counterclaim for the purpose of voiding, avoiding or reducing the amount of the Accounts Receivable. (b) Are subject or will be subject to a service or maintenance... agreement or a prior claim, assignment, security interest or any type of lien, unless you consent to these interests or these interests are subordinated to your interest. (c) The portion of any Account Receivable that is subject to a credit adjustment or allowance (except for a discount for prompt payments). (d) Are subject to a return, rejection or repossession. (e) Have Account Debtors or Guarantors that cannot be identified on the Company's records. (f) Are owed by Account Debtors or Guarantors who are insolvent, subject to bankruptcy or receivership proceedings, have made an assignment for the benefit of creditors or whose credit standing is otherwise unacceptable to you and you have so notified it. (g) Have Account Debtors that are foreign governments. (h) Have Account Debtors that are not residents of the United States of America. (i) Are subject to a retainage to the extent of the retainage. (j) Have Account Debtors that are an Insider or "affiliate" of the Company, as defined by the United States Bankruptcy Code, as amended. (k) Have Account Debtors or Guarantors whose credit standing in relation to the amount of credit extended has become unsatisfactory to you. (l) The portion of any otherwise Eligible Accounts Receivable balances the payment of which is subject to withholding by the Account Debtor until the Company has completed performance of services or delivery of goods. (m) The portion of any otherwise Eligible Accounts Receivable balances which have been due and owing for more than 90 days measured from the invoice due dates and all remaining Accounts Receivable owed by these Account Debtors who are overdue on at least one of their Accounts Receivable. (n) The entire balance of any otherwise Eligible Accounts Receivable if 50 percent or more of that entire balance has been due and owing for more than 90 days from the invoice due dates. (o) The portion of any otherwise Eligible Accounts Receivable balance which is offset by a contra account owing from the Company (e.g., only the net amount due from the Account Debtor after the amount the Company owes the Account Debtor is subtracted from the amount the Account Debtor owes the Company is eligible). (p) Percent of the balance of any otherwise Eligible Accounts Receivable owed by an Account Debtor whose total Eligible Accounts Receivable balance exceeds 20 percent of the total Eligible Accounts Receivable balances owing from all Account Debtors. (q) Have arisen from sales made outside of the ordinary course of business. (r) Are not subject to the Uniform Commercial Code and for which the sales agreement or purchase orders have a non-assignability clause. (s) You, in your discretion exercised reasonably and in good faith, judge not to qualify as an Eligible Accounts Receivable View More

Eligible Accounts Receivable. All of the accounts receivable owned by Borrower, except any such account receivable as to which any exclusionary criteria apply. Lender shall have the right, at any time and from time to time after the First Amendment Date upon ten (10 days prior notice to Borrower, to establish, modify or eliminate reserves against Eligible Accounts Receivable, or, acting in its commercially reasonable good faith business judgment, to adjust or supplement any of the criteria set forth below, and to establish... new criteria, to reflect changes in the collectability or realization values of such accounts receivable arising or discovered by Lender after the First Amendment Date. In any event, Eligible Accounts Receivable shall not include (i) any accounts receivable outstanding greater than 150 days from invoice date or (ii) foreign (non-US) accounts receivable unless otherwise approved by Lender after completion of a standard field examination which shall be completed within 30 days of the First Amendment Date. View More