Common use of Status of Accounts Clause in Contracts

Status of Accounts. Each of the Accounts (other than Accounts owing from one Credit Party to another Credit Party) is based on an actual and bona fide sale and delivery of goods or rendering of services to customers, made by the Credit Parties in the ordinary course of business; the goods and inventory being sold and the Accounts created are exclusive property of the Credit Parties and are not and shall not be subject to any Lien, consignment arrangement, encumbrance, security interest or financing statement whatsoever, other than the Permitted Liens; and each of the Credit Parties' customers have accepted the goods or services, owe and are obligated to pay in cash the full amounts stated in the invoices according to their terms, without any dispute, offset, defense or counterclaim that could reasonably be expected to have, when aggregated with any such other disputes, offsets, defenses or counterclaims, a Material Adverse Effect. Each of the Credit Parties confirms to the Lenders that any and all taxes or fees relating to its business, its sales, the Accounts or the goods relating thereto, are its sole responsibility and that same will be paid by such Credit Party when due (unless duly contested and adequately reserved for) and that none of said taxes or fees is or will become a lien on or claim against the Accounts. Each of the Credit Parties confirms to the Lenders that since January 1, 2005, (i) it has not lost any account or customer which could reasonably be expected to have a Material Adverse Effect and (ii) each written contract or other arrangement to which any Credit Party is a party as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could materially adversely effect the business, assets, operations, prospects or condition of such Credit Party, are in full force and effect.

Status of Accounts. Each of the Accounts (other than Accounts owing from one Credit Party to another Credit Party) is based on an actual and bona fide sale and delivery of goods or rendering of services to customers, made by the Credit Parties in the ordinary course of business; the goods and inventory being sold and the Accounts created are exclusive property of the Credit Parties and are not and shall not be subject to any Lien, consignment arrangement, encumbrance, security interest or financing statement whatsoever, other than the Permitted Liens; and each of the Credit Parties' customers have accepted the goods or services, owe and are obligated to pay in cash the full amounts stated in the invoices according to their terms, without any dispute, offset, defense or counterclaim that could reasonably be expected to have, when aggregated with any such other disputes, offsets, defenses or counterclaims, a Material Adverse Effect. Each of the Credit Parties confirms to the Lenders that any and all taxes or fees relating to its business, its sales, the Accounts or the goods relating thereto, are its sole responsibility and that same will be paid by such Credit Party when due (unless duly contested and adequately reserved for) and that none of said taxes or fees is or will become a lien on or claim against the Accounts. Each of the Credit Parties confirms to the Lenders that since January 1, 20052002, (i) it has not lost any account or customer which could reasonably be expected to have a Material Adverse Effect and (ii) each written contract or other arrangement to which any Credit Party is a party as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could materially adversely effect the business, assets, operations, prospects or condition of such Credit Party, are in full force and effect.

Status of Accounts. Each account receivable of the Accounts (other than Accounts owing from one Credit Party to another Credit Party) such Borrower is based on an actual and bona fide sale and delivery of goods or rendering rendition of services to customers, made by the Credit Parties such Borrower in the ordinary course of its business, except for those accounts receivable made by such Borrower outside the ordinary course of business which, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect; the goods and inventory being sold or leased and the Accounts accounts receivable created are its exclusive property of the Credit Parties and are not and shall not be subject to any Lien, consignment arrangement, encumbrance, security interest or financing statement whatsoever, other than the Permitted Liens; and each of the Credit Parties' such Borrower's customers have accepted the goods or services, owe and are obligated to pay in cash the full amounts stated in the invoices according to their terms, without any dispute, offset, defense defense, counterclaim or counterclaim contra that could reasonably be expected to have, when aggregated with any such other disputes, offsets, defenses defenses, counterclaims or counterclaimscontras, a Material Adverse Effect. Each of the Credit Parties Such Borrower confirms to the Lenders that any and all taxes or fees relating to its business, its sales, the Accounts or the goods relating thereto, are its sole responsibility and that same will be paid by such Credit Party Borrower when due (unless duly contested and adequately reserved for) and that none of said taxes or fees is or will become a lien on or claim against the Accounts. Each of the Credit Parties confirms to the Lenders that since January 1, 2005, (i) it has not lost any account or customer which could reasonably be expected to have a Material Adverse Effect and (ii) each written contract or other arrangement to which any Credit Party is a party as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could materially adversely effect the business, assets, operations, prospects or condition of such Credit Party, are in full force and effect.