Common use of Account Warranties and Representations Clause in Contracts

Account Warranties and Representations. With respect to its Accounts, Borrower represents and warrants to Lender that Lender may rely, in determining which Accounts listed on any Schedule of Accounts are Eligible Accounts, on all statements or representations made by Borrower on or with respect to any such Schedule of Accounts, and, unless otherwise indicated in writing by Borrower, that each Account listed on the Schedule of Accounts: (a) will cover a bona fide sale and delivery of Inventory usually dealt in by Borrower, or the rendition by Borrower of services, to an Account Debtor in the ordinary course of business; (b) will be genuine and in all respects what it purports to be, will not be evidenced by an instrument or document, or if so, will be only evidenced by one original instrument or document which has been duly delivered to Lender; (c) will be for a liquidated amount maturing as stated in the Schedule of Accounts and in the duplicate invoice covering said sale; (d) Lender's security interest therein will not be subject to any offset, deduction, counterclaim, lien or other adverse condition; (e) there are no discounts, allowances, claims, setoffs, counterclaims or disputes of any kind or description existing or asserted with respect thereto except as may be stated in the Schedule of Accounts and in the duplicate invoice covering said sale; (f) there are, to Borrower's knowledge, no facts, events or occurrences which would in any way impair the validity or enforcement thereof; (g) the goods giving rise thereto are not, and were not at the time of the sale thereof, subject to any lien, claim, encumbrance or security interest except those held by Lender and Permitted Liens; and (h) to Borrower's knowledge, each Person obligated on an Account is Solvent and will continue to be fully able to pay all Accounts on which it is obligated in full when due. If any warranty is breached as to any Account, or if any Account is not paid in full within ninety (90) days after its due date or one hundred twenty (120) days after its invoice date, then Lender may deem such Account to be an ineligible Account, but Lender shall retain its security interest in all Accounts, eligible and ineligible, until all Obligations to Lender have been paid and satisfied in full.

Account Warranties and Representations. With respect to its Accounts, Borrower each Obligor represents and warrants to Lender that Lender the Bank and the Bank may rely, in determining which Accounts listed on any Schedule of Accounts are Eligible Accounts, on all statements or representations made by Borrower any Obligor on or with respect to any such Schedule of Accounts, and, unless otherwise indicated in writing by Borrowersuch Obligor, that each Account account listed on the Schedule of Accounts: (a) will be owned by such Obligor free and clear of any liens, claims or encumbrances except those in favor of the Bank and will cover a bona fide sale and delivery of Inventory usually dealt in by Borrowersuch Obligor, or the rendition by Borrower each Obligor of services, to an Account Debtor in the ordinary course of business; (b) will be genuine and in all respects what it purports to be, will not be evidenced by an instrument or document, or if so, will be only evidenced by one original instrument or document which has been duly delivered to Lender; (c) will be for a liquidated amount maturing as stated in the Schedule of Accounts and in the duplicate invoice covering said sale; (dc) Lenderthe Bank's security interest therein will not be subject to any offset, deduction, counterclaim, lien or other adverse condition; (ed) there are no discounts, allowances, claims, setoffs, counterclaims or disputes of any kind or description existing or asserted with respect thereto except as may be stated in the Schedule of Accounts and in the duplicate invoice covering said sale; (fe) there are, to Borrowerthe best of each Obligor's knowledge, no facts, events events, or occurrences which would in any way impair the validity or enforcement thereof; (gf) the goods giving rise thereto are not, and were are not at the time of the sale thereof, subject to any lien, claim, encumbrance or security interest except those held by Lender and Permitted Liensthe Bank; and (hg) to Borrowerthe best of each Obligor's knowledge, each Person obligated on an Account is Solvent solvent and will continue to be fully able to pay all Accounts on which it he is obligated in full when due. If any warranty is breached as to any Account, or if any Account is not paid in full within ninety (90) days after its due date or one hundred twenty (120) days after its invoice date, then Lender the Bank may deem such ineligible any or all Accounts owing by that Account to be an ineligible AccountDebtor, but Lender the Bank shall retain its security interest in all Accounts, eligible and ineligible, until all Obligations to Lender have of each Obligor has been paid and satisfied in full.

Account Warranties and Representations. With respect to its Accounts, each Borrower represents and warrants to Lender that Lender may rely, in determining which Accounts listed on any Schedule of Accounts are Eligible Accounts, on all statements or representations made by either Borrower on or with respect to any such Schedule of Accounts, and, unless otherwise indicated in writing by either Borrower, that each Account listed on the Schedule of Accounts: (a) will be owned by such Borrower free and clear of any liens, claims or encumbrances except those in favor of Lender and will cover a bona fide sale and delivery of Inventory usually dealt in by such Borrower, or the rendition by such Borrower of services, to an Account Debtor in the ordinary course of business; (b) will be genuine and in all respects what it purports to be, will not be evidenced by an instrument or document, or if so, will only be only evidenced by one original instrument or document which has been duly delivered to Lender; (c) will be for a liquidated amount maturing as stated in the Schedule of Accounts and in the duplicate invoice covering said sale; (d) Lender's security interest therein will not be subject to any offset, deduction, counterclaim, lien or other adverse condition; (e) there are no discounts, allowances, claims, setoffs, counterclaims or disputes of any kind or description existing or asserted with respect thereto except as may be stated in the Schedule of Accounts and in the duplicate invoice covering said sale; (fe) there are, to the best of such Borrower's ’s knowledge, no facts, events or occurrences which would in any way impair the validity or enforcement thereof; (gf) the goods giving rise thereto are not, and were not at the time of the sale thereof, subject to any lien, claim, encumbrance or security interest except those held by Lender and Permitted LiensLender; and (hg) to the best of such Borrower's ’s knowledge, each Person obligated on an Account is Solvent and will continue to be fully able to pay all Accounts on which it is obligated in full when due. If any warranty is breached as to any Account, or if any Account is not paid in full within ninety (90) days after its due date or one hundred twenty (120) days after of its invoice date, then Lender may deem such ineligible any or all Accounts owing by that Account to be an ineligible AccountDebtor, but Lender shall retain its security interest in all Accounts, eligible and ineligible, until all Obligations of Borrowers to Lender have been paid and satisfied in full.