Common use of Special Representations and Warranties Clause in Contracts

Special Representations and Warranties. As of the time when each of its Accounts or Credit Card Receivables is included in the Borrowing Base, each Grantor shall be deemed to have represented and warranted that such Account or Credit Card Receivable and all records, papers and documents relating thereto (i) are genuine and correct and in all material respects what they purport to be, (ii) represent the legal, valid and binding obligation of the account debtor, Credit Card Issuer or Credit Card Processor, as applicable, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability, evidencing indebtedness unpaid and owed by such account debtor, Credit Card Issuer or Credit Card Processor arising out of the performance of labor or services or the sale, lease, license, assignment or other disposition and delivery of the goods or other property listed therein or out of an advance or a loan, and (iii) are in all material respects in compliance and conform with all applicable material federal, state and local Laws and applicable Laws of any relevant foreign jurisdiction.

Special Representations and Warranties. As of the time when each any of its Accounts or Credit Card Receivables is included in the Borrowing BaseBase as an Eligible Credit Card Receivable, each Grantor shall be deemed to have represented and warranted that such Account or Credit Card Receivable Receivable, and all records, papers and documents relating |US-DOCS\118204566.6|| thereto (i) are genuine and correct and in all material respects what they purport to be, (ii) represent the legal, valid and binding obligation of the account debtor, Credit Card Issuer or Credit Card Processor, as applicable, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability, evidencing indebtedness unpaid and owed by such account debtor, Credit Card Issuer or Credit Card Processor arising out of the performance of labor or services or the sale, lease, license, assignment or other disposition and delivery of the goods or other property listed therein or out of an advance or a loan, and (iii) are in all material respects in compliance and conform with all applicable material federal, state and local Laws and applicable Laws of any relevant foreign jurisdiction.

Special Representations and Warranties. As of the time when each of its Accounts or Credit Card Receivables is included in the Borrowing Base, Base as an Eligible Credit Card Receivable or an Eligible Trade Receivable each Grantor shall be deemed to have represented and warranted that such Account or Credit Card Receivable and all records, papers and documents relating thereto (i) are genuine and correct and in all material respects what they purport to be, in each case, in all material respects, (ii) represent the legal, valid and binding obligation of the account debtor, Credit Card Issuer or Credit Card Processor, as applicable, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability, evidencing indebtedness unpaid and owed by such account debtor, Credit Card Issuer or Credit Card Processor arising out of the performance of labor or services or the sale, lease, license, assignment or other disposition and delivery of the goods or other property listed therein or out of an advance or a loan, and (iii) are in all material respects in compliance and conform with all applicable material federal, state and local Laws and applicable Laws of any relevant foreign jurisdiction.

Special Representations and Warranties. As of the time when each of its Accounts or Credit Card Receivables is included in the Borrowing Base, Base as an Eligible Credit Card Receivable each Grantor shall be deemed to have represented and warranted that such Account or Credit Card Receivable Payment Intangible as the case may be and all records, papers and documents relating thereto (ia) are genuine and correct and in all material respects what they purport to be, (iib) to the knowledge of such Grantor, represent the legal, valid and binding obligation of the account debtor, Credit Card Issuer or Credit Card Processor, as applicable, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar Laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability, evidencing indebtedness obligations unpaid and owed by such account debtor, Credit Card Issuer or Credit Card Processor arising out of the performance of labor or services or the sale, lease, license, assignment or other disposition and delivery of the goods or other property listed therein or out of an advance or a loan, and (iiic) are in all material respects in compliance and conform with all applicable material federal, state and local Laws and applicable Laws of any relevant foreign jurisdiction.