Provisions Concerning Accounts. Borrower represents and warrants that each Account reflected in Borrower's books and records and on each Collateral Report submitted to Agent is, or at the time it arises will be owned by Borrower free and clear of all Liens in favor of any third party, will be a bona fide existing obligation created by the final sale and delivery goods or the completed performance of services by Borrower in the ordinary course of its business, will be for a liquidated amount maturing as stated in the supporting data covering such transaction, and will not be subject to any known deduction, offset, counterclaim, return privilege or other condition, except as reflected on Borrower's books and records and on all Collateral Reports delivered to Agent. Borrower will not redate any invoices. Any allowances between Borrower and its customers will be in accordance with the usual customary practices of Borrower, as they exist at this time.
(a) Any officer, employee or agent of Agent will have the right, at any time or times hereafter, in the name of Agent or its nominee (including Borrower), to verify the validity, amount or any other matter relating to any Accounts by mail, telephone, or otherwise. Agent or its designee may at any time notify Account Debtors that Accounts have been assigned to Agent or of Agent's security interest therein, and after an Event of Default hereunder collect the same directly and charge all collection costs and expenses to Borrower's account.
(b) If Borrower becomes aware that an Account Debtor disputes liability or makes any claim with respect to an Account in excess of $10,000 or that a receivership petition or petition under any chapter of the federal bankruptcy act is filed by or against an Account Debtor, or that an Account Debtor dissolves, makes an assignment for the benefit of creditors, becomes insolvent, fails or goes out of business, or that any other event occurs which adversely affects the value of any Account owed by a debtor, Borrower will immediately notify Agent of each such event where such event is material in nature. After default by Borrower hereunder, Borrower will not grant any discounts, credit or allowances to any Account Debtor and will not accept returns of merchandise without Agent's consent. After an Event of Default hereunder, Agent may settle disputes and claims directly with Account Debtors, and in such cases, Agent will credit Borrower's account with the net amounts collected from such disputed Accounts, after expenses...
Provisions Concerning Accounts. Section 5.1. Office and Records of Borrower......................12 Section 5.2. Representations.....................................12 Section 5.3.
Provisions Concerning Accounts. (a) Each Borrower represents and warrants that each Account reflected in its books and records submitted to Bank is, or will at the time it arises be, owned by such Borrower free and clear of all Liens in favor of any third party (other than Permitted Liens), will be a bona fide existing obligation created by the final sale and delivery of goods or the completed performance of services by such Borrower in the ordinary course of its business, will be for a liquidated amount maturing as stated in the supporting data covering such transaction, and will not be subject to any known deduction, offset, counterclaim, return privilege or other condition except as reflected on Borrowers’ books and records delivered to Bank. No Borrower shall re-date any invoices. Any allowances between a Borrower and its customers will be in accordance with the usual customary practices of such Borrower, as they exist on the date of this Agreement. Notwithstanding the foregoing, the Bank acknowledges that the Borrowers do have distribution rebates and such distribution rebates are permitted under this Agreement.
(b) After Default, Bank or its designee may at any time notify Account Debtors that Accounts have been assigned to Bank or of Bank’s security interest therein, and after default by Borrowers hereunder collect the same directly and charge all collection costs and expenses to a Borrower’s account.
(c) Bank shall not be liable to Borrowers or any third person for the correctness, validity or genuineness of any instruments or documents released or endorsed to a Borrower by Bank (which shall automatically be deemed to be without recourse to Bank in any event), or for the existence, character, quantity, quality, condition, value or delivery of any goods purporting to be represented by any such documents; and Bank, by accepting a Lien in the Collateral, or by releasing any Collateral to a Borrower, shall not be deemed to have assumed any obligation or liability to any supplier or Account Debtor of a Borrower or to any other third party, and Borrowers agree to indemnify and defend Bank and hold it harmless in respect to any claim or proceeding arising out of any matter referred to in this subparagraph.
(d) A Borrower shall immediately notify Bank if it becomes aware of a receivership petition or a petition under any chapter of the federal bankruptcy act being filed (or pending) by or against an Account Debtor owing such Borrower more than $500,000, or if an Account Debtor owing such...
Provisions Concerning Accounts. 25 6.4. Liens.............................................................................................. 26 6.5. Further Assurances................................................................................. 26
Provisions Concerning Accounts. (a) Each Borrower represents and ------------------------------- warrants that each Account reflected in its books and records submitted to Bank is, or will at the time it arises be, owned by such Borrower free and clear of all Liens in favor of any third party, will be a bona fide existing obligation created by the final sale and delivery of goods or the completed performance of services by such Borrower in the ordinary course of its business, will be for a liquidated amount maturing as stated in the supporting data covering such transaction, and will not be subject to any known deduction, offset, counterclaim, return privilege or other condition except as reflected on Borrowers' books and records delivered to Bank. No Borrower shall re-date any invoices. Any allowances between a Borrower and its customers will be in accordance with the usual customary practices of such Borrower, as they exist on the date of this Agreement.
Provisions Concerning Accounts. Section 5.1. Office and Records of Borrower Borrower's chief executive offices are located at: 000 Xxx Xxxxx Xxxxxx Xx., Xxx 000, Xxxxx XX 19087 Borrower maintains all of its records with respect to Accounts at 000 Xxx Xxxxx Xxxxxx Xx., Xxx 000, Xxxxx XX 00000. Borrower has not at any time within the past four (4) months maintained their chief executive office or their records with respect to Accounts at any other location and shall not do so hereafter except with the prior wrItten consent of Lender.
Provisions Concerning Accounts. The Company represents and warrants that each Account reflected in its books and records is, or will at the time it arises be, owned by the Company free and clear of all Liens in favor of any third party, will be a bona fide existing obligation created by the final sale and delivery of goods or the completed performance of services by the Company in the ordinary course of its business, will be for a liquidated amount maturing as stated in the supporting data covering such transaction, and will not be subject to any known deduction, offset, counterclaim, return privilege or other condition, except as reflected on the Company's books and records.
Provisions Concerning Accounts. Borrower represents and warrants that except as otherwise disclosed herein, each Account is reflected in its books and records is, or will at the time it arises be, owned by the Borrower free and clear of all Liens in favor of any third party, will be a bona fide existing obligation created by the final sale and delivery of goods or the completed performance of services by the Borrower in the ordinary course of its business, will be for a liquidated amount maturing as stated in the supporting data covering such transaction, and will not be subject to any known deduction, offset, counterclaim, return privilege or other condition, except as reflected on the Borrower's books and records.
Provisions Concerning Accounts. (a) Borrower represents and warrants to Bank that each Account reflected in Borrower's books and records is, or will at the time it arises be, owned by Borrower free and clear of all Liens in favor of any third party, will be a bona fide existing obligation created by the final sale and delivery of goods or the completed performance of services by Borrower in the ordinary course of its business, will be for a liquidated amount maturing as stated in the supporting data covering such transaction, and to Borrower's knowledge will not be subject to any deduction, offset, counterclaim, return privilege or other condition, except as reflected on Borrower's books and records. Borrower shall not redate any invoices. Any allowances between Borrower and its customers will be in accordance with the usual customary practices of Borrower.
(b) Any officer, employee or agent of Bank shall have the right, at any time or times hereafter, in the name of Bank or its nominee (including Borrower), to verify the validity, amount or any other matter relating to any Accounts by mail, telephone, or otherwise. Bank or its designee may, upon an Event of Default, notify Borrower's debtors that Accounts have been assigned to Bank or of Bank's security interest therein, and after default by Borrower hereunder collect the same directly and charge all collection costs and expenses to Borrower's account.
Provisions Concerning Accounts. 13 SECTION 5.1.
