Presentment Warranties Clause Samples
The Presentment Warranties clause establishes that a party presenting a negotiable instrument, such as a check or draft, for payment guarantees certain facts about the instrument. Specifically, the presenter warrants that the instrument is genuine, has not been altered, and that they have the right to enforce it or are authorized to act on behalf of someone who does. For example, when a bank presents a check to another bank for payment, it assures the paying bank that the check is valid and that no prior party's signature has been forged. This clause's core function is to allocate risk and responsibility, protecting parties in the payment process from losses due to fraud, forgery, or unauthorized alterations.
Presentment Warranties. Each Retailer represents and warrants to Bank with respect to each Account and Cross-Shopping Account and the related Charge Slips and Charge Transaction Data (and the following shall be deemed restated, renewed and reaffirmed each time Bank receives Charge Transaction Data from any Retailer relative to an Account):
(a) That the Charge Slip represents a bona fide sale by a Retailer of the Goods and/or Services described in such Charge Slip, that the Charge Slip has not been included in any Charge Transaction Data previously transmitted to Bank, and that Retailer has delivered all the Goods and fully performed all the Services listed on such Charge Slip (except to the extent that any of following will be subsequently delivered or performed: (i) Goods purchased through an Absentee Transaction, (ii) Goods retained by Retailer for alteration services; and (iii) alteration services);
(b) That a Retailer has shipped all the Goods listed on such Charge Slip which were purchased through an Absentee Transaction;
(c) Except in the case of an Absentee Transaction, that the Charge Slip is signed and that the signature on the Charge Slip is similar to the signature on the Credit Card or the signature on another item of valid identification examined by a Retailer;
(d) Except in the case of an Absentee Transaction, that the Charge Slip has not been materially altered after being signed by the Cardholder and, other than with respect to the Cardholder’s signature, is not illegible, inaccurate or incomplete;
(e) That the transaction did not involve a cash advance or Goods or Services not listed on the Charge Slip and only Goods and Services sold by a Retailer are the subject of the transaction;
(f) That the transaction was conducted by a Retailer in accordance with the Operating Procedures;
(g) That none of the Goods and/or Services listed on such Charge Slip is an extended warranty;
(h) To the extent permitted by Applicable Law and Network Rules, that the Account number of the Cardholder, or Cross-Shopping Account of a Cross-Shopping Cardholder, as the case may be, has been accurately printed on the corresponding Charge Slip;
(i) That no Retailer has nor will, either directly or indirectly, take or grant or purport to take or grant any right or security interest in such Charge Slip or any related Credit Slip to or from any third party (other than to Bank);
(j) That the transactions giving rise to the Charge Transaction Data were conducted by Retailers in accordance with Ap...
Presentment Warranties. With respect to each submission of Charge Transaction Data to Bank, Retailer represents and warrants as follows with respect to such Charge Transaction Data and each underlying transaction:
Presentment Warranties. Each time Professional submits Charge Transaction Data, it makes the following warranties:
a. All purchases included in the Charge Transaction Data constitute bona fide, arms-length sales by Professional of the products or services described therein in the ordinary course of Professional’s business and in compliance with this Agreement; Professional has delivered all the products and fully performed all the services covered by the Charge Transaction Data to the Accountholder’s satisfaction;
b. The amounts included in the Charge Transaction Data did not involve a cash advance or products or services not listed in the applicable sales invoice; only products sold directly by Professional are included in the Charge Transaction Data; the amounts represent the entire purchase price of the products and services identified in the Charge Transaction Data other than a bona fide down payment or deposit either financed on a general purpose credit card or paid in cash;
c. The products and services covered by the Charge Transaction Data were sold by Professional to Accountholders; and were sold in compliance with all Applicable Law;
d. Each Account has been authorized, created and submitted by Professional in accordance with this Agreement and the Operating Guide;
e. There are no other agreements between Professional and any Accountholder with respect to any Account and/or the underlying purchased product(s), except any bona fide and reasonable extended warranties permitted under this Agreement; and
f. The Charge Transaction Data does not include (i) any line of products or services not offered for sale to Accountholders by Professional as of the Effective Date unless Bank has given its written consent to Professional authorizing the financing of the purchases of such products or under the Program; and (ii) any line of products or services identified as not available for financing under the Program in the Operating Guide.
g. That each sale with respect to which Bank extends credit under an Account will have been generated from a direct sale by Professional and not from a third party.
Presentment Warranties. Each Retailer represents and warrants to Bank with respect to each Account and each related Charge Slip and Charge Transaction Data (and the following shall be deemed restated, renewed and reaffirmed each time Bank receives Charge Transaction Data from any Retailer relative to an Account): (a) That except in the case of Insurance Programs and Value-Added Programs, each Charge Slip represents a bona fide sale by a Retailer of the Goods and/or Services described in such Charge Slip, that each Charge Slip has not been included in any Charge Transaction Date previously transmitted to Bank, and that Retailer has delivered all the Goods and fully performed all the Services listed on such Charge Slip;
Presentment Warranties. Each of the Companies represents and warrants to MWCC with respect to each Account and each item of Indebtedness purchased by MWCC (and the following, referred to herein as the "Presentment Warranties" shall be deemed restated, renewed and reaffirmed with respect to each transaction each time MWCC receives Charge Transaction Data from any Company relative to each such Account and item of Indebtedness):
a. That at the time of each sale to MWCC, it was the owner of such Account and item of Indebtedness, free and clear of any Liens, and upon the sale of such Account and item of Indebtedness to MWCC, MWCC shall be vested with full and complete title to each such Account or item of Indebtedness, free and clear of any Lien other than the interest of MWCC;
b. That it has complied with any materials MWCC in its reasonable discretion provides it concerning applicable provisions of local, state and federal law and implementing regulations as they apply to it in the sale of Goods and/or Services to Account Holders in the offering of credit;
c. That each Account and item of Indebtedness shall have been authorized and created in accordance with this Agreement, all applicable laws (other than any breach of law arising directly from any action or failure to act on the part of MWCC), and the Operating Procedures;
d. That credit application information submitted by it to MWCC shall be identical to such information provided by an Account Holder to the Companies, and the contract representing such Account shall be fully executed by the Account Holder;
e. That there are no other agreements between it and any Account Holder with respect to the Account or item of Indebtedness sold to MWCC and/or the underlying Goods and/or Services, except any bona fide and reasonable sale, warranty, service or installation agreement;
f. That all Goods and/or Services sold pursuant to each Account and item of Indebtedness have been delivered by it to the Account Holder and accepted by such Account Holder or that an arrangement has been formalized between it and the Account Holder providing for such delivery, prior to the sale of such Account and item of Indebtedness to MWCC;
g. That each Charge Slip will have resulted from a bona fide sale of Goods and/or Services effected by it at one of its regular places of business which will include all mail, phone and job-site orders, and not from a sale of Goods and/or Services effected by a third party other than licensees or other duly authorized agent...
Presentment Warranties. With respect to each submission of Charge Transaction Data to Bank, LESCO represents and warrants as follows with respect to such Charge Transaction Data and each underlying transaction:
(a) All purchases included in the Charge Transaction Data constitute bona fide, arms-length sales by LESCO of the goods or services described therein in the ordinary course of LESCO's business; LESCO has delivered all the products and fully performed all the services covered by the Charge Transaction Data;
(b) The Charges included in the Charge Transaction Data did not involve a cash advance or goods or services not listed in the applicable invoice or receipt; only goods and services sold by LESCO are included in the Charge Transaction Data; the Charges represent the entire purchase price of the goods and services identified in the Charge Transaction Data other than a bona fide down payment, deposit, or similar payment paid by cash or check, or financed by any means other than the Credit Card;
Presentment Warranties. With respect to each submission of Charge Transaction Data to Bank, Retailer represents and warrants as follows with respect to such Charge Transaction Data and each underlying transaction:
(a) All purchases included in the Charge Transaction Data constitute bona fide, arms-length sales by Retailer of the goods or services described therein in the ordinary course of Retailer’s business; Retailer has delivered to the Cardholder (or its designee) or shipped via third party from its manufacturing plant directly to the Cardholder (or its designee) all the products and fully performed all the services covered by the Charge Transaction Data;
(b) The charges included in the Charge Transaction Data did not involve a cash advance or goods or services not listed in the applicable invoice or receipt; only goods and services sold by Retailer (which shall be deemed to include applicable sales tax and delivery charges) are included in the Charge Transaction Data; the charges represent the entire purchase price of the goods and services identified in the Charge Transaction Data other than an additional partial-payment by a Cardholder, including by cash or check, or financed by any means other than the Account;