Common use of Client’s Representations and Warranties Clause in Contracts

Client’s Representations and Warranties. Client represents and warrants to Factor that: (a) Client is the sole owner and holder of each and every Account and all related Rights, and, upon Factor’s purchase of any Account, Factor shall become the sole owner and holder of such Account and its related Rights; and each Account is free and clear of all liens, encumbrances, charges, security interests, rights to purchase, or other claims of any kind or nature, and none of such Accounts have been previously sold or assigned to any person or entity; (b) There are no financing statements now on file in any public office governing any property of Client of any kind, real or personal, in which Client is named in or has signed as the debtor, except the financing statement or statements filed or to be filed with respect to this Agreement, or those statements now on file that have been disclosed in writing by Client to Factor. Client will not execute any financing statement in favor of any other person or entity, except Factor, during the term of this Agreement; (c) The full amount of each Account is due and owing to Client, and each Account is an accurate statement of a bona fide sale and delivery by Client and acceptance by an Account Debtor of merchandise or services. Each Account is due and payable within 30 days or less, and is not contingent upon the fulfillment by Client of any further performance of any nature; (d) The application (“Application”) made by Client in connection with this Agreement, and the statements made in such Application are true and correct as of the time that this Agreement is executed; (e) There are no actions, suits, proceedings, attachment proceedings, orders, or arbitration proceedings, pending or threatened, at law or in equity, against Client or any affiliate of Client or affecting the Accounts, before any federal, state, municipal or other governmental court, department, commission, board, agency or instrumentality. Client will immediately notify Factor if any matter described in the preceding sentence arises; and (f) Client is a corporation duly organized, validly existing and in good standing under the laws of Nevada. This Agreement and transactions contemplated hereby have been duly authorized by all necessary action by Client.

Appears in 2 contracts

Samples: Factoring and Security Agreement, Factoring and Security Agreement (Corgenix Medical Corp/Co)

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Client’s Representations and Warranties. Client represents and warrants to Factor that: (a) Client is the sole owner and holder of each and every Account and all related Rights, and, upon Factor’s 's purchase of any Account, Factor shall become the sole owner and holder of such Account and its related Rights; and each Account is free and clear of all liens, encumbrances, charges, security interests, rights to purchase, or other claims of any kind or nature, and none of such Accounts have been previously sold or assigned to any person or entity; (b) There are no financing statements now on file in any public office governing any property of Client of any kind, real or personal, in which Client is named in or has signed as the debtor, except the financing statement or statements filed or to be filed with respect to this Agreement, or those statements now on file that have been disclosed in writing by Client to Factor. Client will not execute any financing statement in favor of any other person or entity, except Factor, during the term of this Agreement; (c) The full amount of each Account is due and owing to Client, and each Account is an accurate statement of a bona fide sale and delivery by Client and acceptance by an Account Debtor of merchandise or services. Each Account is due and payable within 30 days or less, and is not contingent upon the fulfillment by Client of any further performance of any nature; (d) The application ("Application") made by Client in connection with this Agreement, and the statements made in such Application are true and correct as of the time that this Agreement is executed; (e) There are no actions, suits, proceedings, attachment proceedings, orders, or arbitration proceedings, pending or threatened, at law or in equity, against Client or any affiliate of Client or affecting the Accounts, before any federal, state, municipal or other governmental court, department, commission, board, agency or instrumentality. Client will immediately notify Factor if any matter described in the preceding sentence arises; and (f) Client is a corporation duly organized, validly existing and in good standing under the laws of NevadaFlorida. This Agreement and transactions contemplated hereby have been duly authorized by all necessary action by Client.

Appears in 1 contract

Samples: Factoring and Security Agreement (Egpi Firecreek, Inc.)

Client’s Representations and Warranties. Client represents and warrants to Factor that: (a) Client is the sole owner and holder of each and every Account and all related Rights, and, upon Factor’s 's purchase of any Account, Factor shall become the sole owner and holder of such Account and its related Rights; and each Account is free and clear of all liens, encumbrances, charges, security interests, rights to purchase, or other claims of any kind or nature, and none of such Accounts have been previously sold or assigned to any person or entity; (b) There are no financing statements now on file in any public office governing any property of Client of any kind, real or personal, in which Client is named in or has signed as the debtor, except the financing statement or statements filed or to be filed with respect to this Agreement, or those statements now on file that have been disclosed in writing by Client to Factor. Client will not execute any financing statement in favor of any other person or entity, except Factor, during the term of this Agreement; (c) The full amount of each Account is due and owing to Client, and each Account is an accurate statement of a bona fide sale and delivery by Client and acceptance by an Account Debtor of merchandise or services. Each Account is due and payable within 30 days or less, and is not contingent upon the fulfillment by Client of any further performance of any nature; (d) The application ("Application") made by Client in connection with this Agreement, and the statements made in such Application are true and correct as of the time that this Agreement is executed; (e) There are no actions, suits, proceedings, attachment proceedings, orders, or arbitration proceedings, pending or threatened, at law or in equity, against Client or any affiliate of Client or affecting the Accounts, before any federal, state, municipal or other governmental court, department, commission, board, agency or instrumentality. Client will immediately notify Factor if any matter described in the preceding sentence arises; and (f) Client is a corporation duly organized, validly existing and in good standing under the laws of NevadaDelaware. This Agreement and transactions contemplated hereby have been duly authorized by all necessary action by Client.

Appears in 1 contract

Samples: Factoring and Security Agreement (Insci Corp)

Client’s Representations and Warranties. Client represents and warrants to Factor that: (a) Client is the sole owner and holder of each and every Account and all related Rights, and, upon Factor’s 's purchase of any Account, Factor shall become the sole owner and holder of such Account and its related Rights; and each Account is free and clear of all liens, encumbrances, charges, security interests, rights to purchase, or other claims of any kind or nature, and none of such Accounts have been previously sold or assigned to any person or entity;. (b) There are no financing statements now on file in any public office governing any property of Client of any kind, real or personal, in which Client is named in or has signed as the debtor, except the financing statement or statements filed or to be filed with respect to this Agreement, or those statements now on file that have been disclosed in writing by Client to Factor. Client will not execute any financing statement in favor of any other person or entity, except Factor, during the term of this Agreement;. (c) The full amount of each Account is due and owing to Client, and each Account is an accurate statement of a bona fide sale and delivery by Client and acceptance by an Account Debtor of merchandise or services. Each Account is due and payable within 30 days or less, and is not contingent upon the fulfillment by Client of any further performance of any nature;. (d) The application ("Application") made by Client in connection with this Agreement, and the statements made in such Application are true and correct as of the time that this Agreement is executed;. (e) There are no actions, suits, proceedings, attachment proceedings, orders, or arbitration proceedings, pending or threatened, at law or in equity, against Client or any affiliate of Client or affecting the Accounts, before any federal, state, municipal or other governmental government court, department, commission, board, agency or instrumentality. Client will immediately notify Factor if any matter described in the preceding sentence arises; and. (f) Client is a corporation duly organized, validly existing and in good standing under the laws of NevadaDelaware. This Agreement and transactions contemplated hereby have been duly authorized by all necessary action by Client.

Appears in 1 contract

Samples: Factoring and Security Agreement (Insci Corp)

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Client’s Representations and Warranties. Client represents and warrants to Factor that: (a) Client is the sole owner and holder of each and every Account and all related Rights, and, upon Factor’s 's purchase of any Account, Factor shall become the sole owner and holder of such Account and its related Rights; and each Account is free and clear of all liens, encumbrances, charges, security interests, rights to purchase, or other claims of any kind or nature, . and none of or such Accounts have been previously sold or assigned to any person or entity; (b) There are no financing statements now on file in any public office governing any property of Client of any kind, real or personal, in which Client is named in or has signed as the debtor, except the financing statement or statements filed or to be filed with respect to this Agreement, or those statements now on file that have been disclosed in writing by Client to Factor. Client will not execute any financing statement in favor of any other person or entity, except Factor, during the term of this Agreement; (c) The full amount of each Account is due and owing to Client, and each Account is an accurate statement of a bona bons fide sale and delivery by Client and acceptance by an Account Debtor of merchandise or services. Each Account is due and payable within 30 days or less, and is not contingent upon the fulfillment by Client of any further performance of any nature; (d) The application ("Application") made by Client in connection with this Agreement, and the statements made in such Application are ere true and correct as of the time that this Agreement is executed; (e) There are no actions, suits, proceedings, attachment proceedings, orders, or arbitration proceedings, pending or threatened, at law or in equity, against Client or any affiliate of Client or affecting the Accounts, before any federal, state, municipal or other governmental court, department, commission, board, agency or instrumentality. Client will immediately notify Factor if any matter described in the preceding sentence arises; and (f) Client is a corporation duly organized, validly existing and in good standing under the laws of Nevada. This Agreement and transactions contemplated hereby have been duly authorized by all skit necessary action by Client.

Appears in 1 contract

Samples: Factoring and Security Agreement (Execute Sports Inc)

Client’s Representations and Warranties. Client represents and warrants to Factor that: (a) Client is the sole owner and holder of each and every Account and all related Rights, and, upon Factor’s 's purchase of any Account, Factor shall become the sole owner and holder of such Account and its related Rights; and each Account is free and clear of all liens, encumbrances, charges, security interests, rights to purchase, or other claims of any kind or nature, and none of such Accounts have been previously sold or assigned to any person or entity; (b) There are no financing statements now on file in any public office governing any property of Client of any kind, real or personal, in which Client is named in or has signed as the debtor, except the financing statement or statements filed or to be filed with respect to this Agreement, or those statements now on file that have been disclosed in writing by Client to Factor. Client will not execute any financing statement in favor of any other person or entity, except Factor, during the term of this Agreement; (c) The full amount of each Account is due and owing to Client, and each Account is an accurate statement of a bona fide sale and delivery by Client and acceptance by an Account Debtor of merchandise or services. Each Account is due and payable within 30 90 days or less, and is not contingent upon the fulfillment by Client of any further performance of any nature; (d) The application ("Application") made by Client in connection with this Agreement, and the statements made in such Application are true and correct as of the time that this Agreement is executed; (e) There are no actions, suits, proceedings, attachment proceedings, orders, or arbitration proceedings, pending or threatened, at law or in equity, against Client or any affiliate of Client or affecting the Accounts, before any federal, state, municipal or other governmental court, department, commission, board, agency or instrumentality. Client will immediately notify Factor if any matter described in the preceding sentence arises; and (f) Client is a corporation duly organized, validly existing and in good standing under the laws of Nevada. This Agreement and transactions contemplated hereby have been duly authorized by all necessary action by Client.

Appears in 1 contract

Samples: Factoring and Security Agreement (World Am, Inc.)

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