Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s reserves for uncollectible Rights to Payment; (b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due; (c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws; (d) Debtor has not assigned any of its rights under the Rights to Payment other than to Secured Party pursuant to this Security Agreement; (e) all statements made, all unpaid balances and all other information in Debtor’s Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and (f) Debtor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 3 contracts
Samples: Security Agreement (Prospect Medical Holdings Inc), Security Agreement (Prospect Medical Holdings Inc), Security Agreement (Prospect Medical Holdings Inc)
Rights to Payment. (ai) the The Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens (other than Permitted Liens), and not subject to any adverse claims, counterclaims, setoffs, defaults, disputes, defenses, discounts, retainages, holdbacks and or conditions precedent of any kind of character, except to the extent reflected by a Debtor’s reserves for uncollectible Rights to PaymentPayment or to the extent, if any, that such Account Debtors or other Persons may be entitled to normal and ordinary course trade discounts, returns, adjustments and allowances in accordance with Section 5(k), or as otherwise disclosed to the Administrative Agent in writing;
(bii) to To each Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent solvent and generally paying their debts as they come duedue except to the extent that the Debtor has established adequate reserves therefor in accordance with GAAP;
(ciii) To each Debtor’s knowledge, all Rights to Payment comply in all material respects with all applicable laws Laws concerning form, content and manner of preparation and execution, including where applicable any any, federal and or state consumer credit laws;
(div) No Debtor has not assigned any of its rights under the Rights to Payment except as provided in this Agreement or as set forth in the other than Loan Documents to Secured Party pursuant to this Security Agreementwhich such Debtor is a party;
(ev) all All statements made, all unpaid balances and all other information in Debtor’s Books the books and records and other documentation relating pertaining to the Rights to Payment are true and correct and in all material respects what they purport to be; and
(fvi) No Debtor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to PaymentPayment in the aggregate.
Appears in 2 contracts
Samples: Credit Agreement (Flow International Corp), Credit Agreement (Flow International Corp)
Rights to Payment. (ai) the The Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors account debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, and not subject to any adverse claims, counterclaims, setoffs, defaults, disputes, defenses, discounts, retainages, holdbacks and or conditions precedent of any kind of character, except to the extent reflected by Debtor’s Grantors' respective reserves for uncollectible Rights to PaymentPayment or to the extent, if any, that such account debtors or other Persons may be entitled to normal and ordinary course trade discounts, returns, adjustments and allowances in accordance with Section 5(m), or as otherwise disclosed to the Agent in writing;
(bi) to Debtor’s Grantors' knowledge, all Account Debtors account debtors and other obligors on the Rights to Payment are Solvent solvent and generally paying their debts as they come due;due (except for Rights to Payment of account debtors or other obligors for which Grantors have taken adequate reserves in accordance with GAAP).
(cii) to Grantors' knowledge, all Rights to Payment comply in all material respects with all applicable laws concerning form, content content, and manner of preparation and execution, including where applicable any federal and or state consumer credit laws;
(diii) Debtor has not none of Grantors have assigned any of its rights under the Rights to Payment except as provided in this Agreement or as set forth in or permitted by the other than to Secured Party pursuant to this Security AgreementLoan Documents;
(eiv) all statements made, all unpaid balances and all other information in Debtor’s the Books and other documentation relating to the Rights to Payment are in all material respects true and correct and in all respects what they purport to be; and
(fv) Debtor has Grantors have no knowledge of any fact or circumstance which would in any material respect impair the validity or collectibility of any material part of the Rights to Payment.
Appears in 2 contracts
Samples: Security Agreement (Central Financial Acceptance Corp), Security Agreement (Hispanic Express Inc)
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s Guarantor's reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Guarantor has not assigned any of its rights under the Rights to Payment other than to Secured Party Bank pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in Debtor’s Guarantor's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Guarantor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 2 contracts
Samples: Security Agreement (Prospect Medical Holdings Inc), Security Agreement (Prospect Medical Holdings Inc)
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, except as enforceability may be limited by bankruptcy, insolvency, and similar laws and equitable principles affecting the enforcement of creditors' rights generally, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens (other than Permitted Liens), adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of or character, except to the extent reflected by Debtor’s such Grantor's reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledgesuch Grantor's Knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor such Grantor not has not assigned any of its rights under the Rights to Payment other than to Secured Party Agent pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in Debtor’s such Grantor's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor such Grantor has no knowledge Knowledge of any fact or circumstance which would materially impair the validity or collectibility collectability of any of the Rights to Payment.
Appears in 1 contract
Samples: Security Agreement (Auxilio Inc)
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liensliens (other than liens in favor of Senior Creditor), adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s Guarantor's reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Guarantor has not assigned any of its rights under the Rights to Payment other than to Secured Party pursuant to this Security AgreementSenior Creditor;
(e) all statements made, all unpaid balances and all other information in Debtor’s Guarantor's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Guarantor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, except as enforceability may be limited by bankruptcy, insolvency, and similar laws and equitable principles affecting the enforcement of creditors’ rights generally, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens (other than Permitted Liens) and, to Grantors’ Knowledge, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s Grantors’ reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledgeGrantors’ Knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) to Grantors’ Knowledge, all Rights to Payment comply in all material respects with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor No Grantor has not assigned any of its rights under the Rights to Payment other than to Secured Party Bank pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in Debtor’s Grantors’ Books and other documentation relating to the Rights to Payment are true and correct and in all material respects and are in all material respects what they purport to be; and
(f) Debtor has Grantors have no knowledge Knowledge of any fact or circumstance which would materially impair the validity or collectibility collectability of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, except as enforceability may be limited by bankruptcy, insolvency, and similar laws and equitable principles affecting the enforcement of creditors’ rights generally, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens (other than Permitted Liens), adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of or character, except to the extent reflected by DebtorXxxxxxx’s reserves for uncollectible Rights to Payment;
(b) to DebtorGrantor’s knowledgeKnowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Grantor has not assigned any of its rights under the Rights to Payment other than to Secured Party Bank pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in DebtorGrantor’s Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Grantor has no knowledge Knowledge of any fact or circumstance which would materially impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Samples: Security Agreement
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of or character, except to the extent reflected by Debtor’s 's reserves for uncollectible Rights to Payment;
(b) to the best of Debtor’s knowledge, 's knowledge and belief all Account Debtors and other obligors on the Rights to Payment are Solvent solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor has not assigned any of its rights under the Rights to Payment other than to Secured Party pursuant to this Security AgreementPayment;
(e) all statements made, all unpaid balances and all other information in Debtor’s 's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (ai) the The Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, and not subject to any adverse claims, counterclaims, setoffs, defaults, disputes, defenses, discounts, retainages, holdbacks and or conditions precedent of any kind of character, except to the extent reflected by the applicable Debtor’s reserves for uncollectible Rights to PaymentPayment or to the extent, if any, that such Account Debtors or other Persons may be entitled to normal and ordinary course trade discounts, returns, adjustments and allowances in accordance with Section 6(k), or as otherwise disclosed to Secured Party in writing;
(bii) to To each Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent solvent and generally paying their debts as they come duedue except to the extent that the applicable Debtor has established adequate reserves therefor in accordance with GAAP;
(ciii) To each Debtor’s knowledge, all Rights to Payment comply in all material respects with all applicable laws Laws concerning form, content and manner of preparation and execution, including where applicable any federal and Federal or state consumer credit laws;
(div) No Debtor has not assigned any of its rights under the Rights to Payment except as provided in this Agreement or as set forth in the other than to Secured Party pursuant to this Security AgreementLoan Documents;
(ev) all All statements made, all unpaid balances and all other information in Debtor’s Books the books and records and other documentation relating pertaining to the Rights to Payment are true and correct and in all material respects what they purport to be; and
(fvi) No Debtor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to PaymentPayment which in the aggregate would constitute a material amount.
Appears in 1 contract
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liensliens (other than liens in favor of Senior Creditor), adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s 's reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor has not assigned any of its rights under the Rights to Payment other than to Secured Party pursuant to this Security AgreementSenior Creditor;
(e) all statements made, all unpaid balances and all other information in Debtor’s 's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by DebtorGuarantor’s reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Guarantor has not assigned any of its rights under the Rights to Payment other than to Secured Party Bank pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in DebtorGuarantor’s Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Guarantor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Samples: Revolving Credit Agreement (Prospect Medical Holdings Inc)
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s Borrower's reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Borrower has not assigned any of its rights under the Rights to Payment other than to Secured Party Lender pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in Debtor’s Borrower's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Borrower has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by DebtorGuarantor’s reserves for uncollectible Rights to Payment;
(b) to DebtorGuarantor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Guarantor has not assigned any of its rights under the Rights to Payment other than to Secured Party Bank pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in DebtorGuarantor’s Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Guarantor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (a) the Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, adverse claims, counterclaims, setoffs, defaults, disputes, defenses, retainages, holdbacks and conditions precedent of any kind of character, except to the extent reflected by Debtor’s Borrower's reserves for uncollectible Rights to Payment;
(b) to Debtor’s knowledge, all Account Debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due;
(c) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor Borrower has not assigned any of its rights under the Rights to Payment other than to Secured Party Bank pursuant to this Security Agreement;
(e) all statements made, all unpaid balances and all other information in Debtor’s Borrower's Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor Borrower has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (ai) the The Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors account debtors or other Persons obligated thereon, representing created in accordance with all applicable laws and represent undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, and not subject to any adverse claims, counterclaims, setoffs, defaults, disputes, defenses, discounts, retainages, holdbacks and or conditions precedent of any kind of character, except to the extent reflected by Debtor’s the Borrower's reserves for uncollectible Rights to PaymentPayment or to the extent, if any, that such account debtors or other Persons may be entitled to normal and ordinary course trade discounts, returns, adjustments and allowances, or as otherwise disclosed to the Agent and the Banks in writing;
(bii) to Debtor’s knowledgethe best of the Grantors' knowledge and belief, all Account Debtors account debtors and other obligors on the Rights to Payment are Solvent and generally paying their debts as they come due, and the Grantors have no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment;
(ciii) all Rights to Payment comply with all applicable laws concerning form, content and manner of preparation and execution, including where applicable any federal and state consumer credit laws;
(d) Debtor no Grantor has not assigned any of its rights under the Rights to Payment except as provided in this Agreement or as set forth in the other than to Secured Party pursuant to this Security Agreement;Loan Documents; and
(eiv) all statements made, all unpaid balances and all other information in Debtor’s the Books and other documentation relating to the Rights to Payment are true and correct and in all respects what they purport to be; and
(f) Debtor has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the Rights to Payment.
Appears in 1 contract
Rights to Payment. (ai) the The Rights to Payment represent valid, binding and enforceable obligations of the Account Debtors account debtors or other Persons obligated thereon, representing undisputed, bona fide transactions completed in accordance with the terms and provisions contained in any documents related thereto, and are and will be genuine, free from Liens, and not subject to any adverse claims, counterclaims, setoffs, defaults, disputes, defenses, discounts, retainages, holdbacks and or conditions precedent of any kind of character, except to the extent reflected by Debtor’s the Borrower's reserves for uncollectible Rights to PaymentPayment or to the extent, if any, that such account debtors or other Persons may be entitled to normal and ordinary course trade discounts, returns, adjustments and allowances in accordance with Section 5(m), or as otherwise disclosed to the Lender in writing;
(bii) to Debtor’s knowledgethe best of the Borrower's knowledge and belief, all Account Debtors account debtors and other obligors on the all material Rights to Payment are Solvent solvent and generally paying their debts as they come due;
(ciii) all Rights to Payment comply with all applicable laws in all material respects concerning form, content and manner of preparation and execution, including where applicable any federal and or state consumer credit laws;
(div) Debtor the Borrower has not assigned any of its rights under the Rights to Payment except as provided in this Agreement or as set forth in the other than to Secured Party pursuant to this Security AgreementLoan Documents;
(ev) all statements made, all unpaid balances and all other information in Debtor’s the Books and other documentation relating to the Rights to Payment are true and correct in all material respects and in all material respects what they purport to be; and
(fvi) Debtor the Borrower has no knowledge of any fact or circumstance which would impair the validity or collectibility of any of the material Rights to Payment.
Appears in 1 contract
Samples: Security Agreement (Amerigon Inc)