Common use of Validity of Accounts Clause in Contracts

Validity of Accounts. Each Account of Borrower and all documents pertaining thereto are genuine in all respects and reflect a correct statement of bona fide indebtedness incurred by the account debtor and the amount thereof is not subject to any offset, counterclaim or any contingency whatsoever, and Borrower and/or VVI is, or at the time an Account comes into existence will be, the true and lawful owner of, and has, or at the time an Account comes into existence will have, good and clear title to all its Accounts subject only to Lender's right in same. If any offset, counterclaim or any contingency whatsoever is claimed against any Account, Borrower and/or VVI will immediately notify Lender in writing of such claim and immediately pay to Lender the full amount owing on such Account.