Common use of Validity of Accounts Clause in Contracts

Validity of Accounts. (a) Except for adjustments and disputes in the ordinary course of business, the amount of each Account shown on the books, records, and invoices of the Loan Parties represented as owing by each Account Debtor is the correct amount actually owing by such Account Debtor and shall have been fully earned by performance by the Loan Parties. (b) No Loan Party has any knowledge of any impairment of the validity or collectibility of any of the Accounts, other than returns, reserves, unauthorized use of credit cards, bad checks, adjustments and disputes which occur in the ordinary course of business. The Lead Borrower shall notify the Administrative Agent of any such impairment immediately after any Loan Party becomes aware of any such impairment. (c) No Loan Party shall post any bond to secure any Loan Party's performance under any agreement to which any Loan Party is a party nor cause any surety, guarantor, or other third party obligee to become liable to perform any obligation of any Loan Party (other than to the Collateral Agent) in the event of any Loan Party's failure so to perform, if, as a result of the surety, guarantor or third party obligee's performance, such Person would obtain a Encumbrance on any Collateral having priority to the Encumbrance of the Collateral Agent.

Appears in 5 contracts

Sources: Loan and Security Agreement (DSW Inc.), Loan and Security Agreement (Retail Ventures Inc), Loan and Security Agreement (DSW Inc.)

Validity of Accounts. (a) Except for adjustments and disputes in the ordinary course of business, the amount of each Account of the Accounts Receivable shown on the books, records, and invoices of the Loan Parties represented as owing by each Account Debtor is the correct amount actually owing by such Account Debtor and shall have been fully earned by performance by the Loan Parties. (b) No Loan Party has any knowledge of any impairment of the validity or collectibility of any of the AccountsAccounts Receivable, other than returns, reserves, unauthorized use of credit cards, bad checks, adjustments and disputes which occur in the ordinary course of business. The Lead Borrower shall notify the Administrative Agent of any such impairment immediately after any Loan Party becomes aware of any such impairment. (c) No Loan Party shall post any bond to secure any Loan Party's performance under any agreement to which any Loan Party is a party nor cause any surety, guarantor, or other third party obligee to become liable to perform any obligation of any Loan Party (other than to the Collateral Agent) in the event of any Loan Party's failure so to perform, if, as a result of the surety, guarantor or third party obligee's performance, such Person would obtain a Encumbrance Lien on any Collateral having priority to the Encumbrance Lien of the Collateral Agent.

Appears in 3 contracts

Sources: Senior Convertible Loan Agreement (Value City Department Stores Inc /Oh), Senior Loan Agreement (DSW Inc.), Senior Loan Agreement (Retail Ventures Inc)

Validity of Accounts. (a) Except for adjustments and disputes in the ordinary course of business, the The amount of each Account shown on the books, records, and invoices of the Loan Parties Borrowers represented as owing by each Account Debtor is and will be the correct amount actually owing by such Account Debtor and shall have been fully earned by performance by the Loan PartiesBorrowers. (b) No Loan Party Borrower has any knowledge of any impairment of the validity or collectibility of any of the Accounts, other than returns, reserves, unauthorized use of credit cards, bad checks, adjustments and disputes which occur Accounts included in the ordinary course of businessBorrowing Base. The Lead Borrower shall notify the Administrative Agent of any such impairment immediately after any Loan Party Borrower becomes aware of any such impairment. (c) No Loan Party Except for Permitted Encumbrances, Standby L/Cs permitted hereunder, and surety bonds in an aggregate amount not to exceed $10,000,000, no Borrower shall post any bond to secure any Loan PartyBorrower's performance under any agreement to which any Loan Party Borrower is a party nor cause any surety, guarantor, or other third party obligee to become liable to perform any obligation of any Loan Party Borrower (other than to the Collateral Administrative Agent) in the event of any Loan PartyBorrower's failure so to perform, if, as a result of the surety, guarantor or third party obligee's performance, such Person would obtain a Encumbrance on any Collateral having priority to the Encumbrance of the Collateral Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Officemax Inc /Oh/)

Validity of Accounts. (a) Except for adjustments and disputes in the ordinary course of business, the amount of each Account shown on the books, records, and invoices of the Loan Parties represented as owing by each Account Debtor is the correct amount actually owing by such Account Debtor and shall have been fully earned by performance by the Loan Parties. (b) No Loan Party has any knowledge of any impairment of the validity or collectibility of any of the Accounts, other than returns, reserves, unauthorized use of credit cards, bad checks, adjustments and disputes which occur in the ordinary course of business. The Lead Borrower shall notify the Administrative Agent of any such impairment immediately after any Loan Party becomes aware of any such impairment. (c) No Loan Party shall post any bond to secure any Loan Party's performance under any agreement to which any Loan Party is a party nor cause any surety, guarantor, or other third party obligee to become liable to perform any obligation of any Loan Party (other than to the Collateral AgentAgents) in the event of any Loan Party's failure so to perform, if, as a result of the surety, guarantor or third party obligee's performance, such Person would obtain a Encumbrance on any Collateral having priority to the Encumbrance of the Collateral AgentAgents.

Appears in 1 contract

Sources: Loan and Security Agreement (Value City Department Stores Inc /Oh)

Validity of Accounts. (a) Except for adjustments and disputes in the ordinary course of business, the amount of each Account shown on the books, records, and invoices of the Loan Parties represented as owing by each Account Debtor is the correct amount actually owing by such Account Debtor and shall have been fully earned by performance by the Loan Parties. (b) No Loan Party has any knowledge of any impairment of the validity or collectibility of any of the Accounts, other than returns, reserves, unauthorized use of credit cards, bad checks, adjustments and disputes which occur in the ordinary course of business. The Lead Borrower shall notify the Administrative Agent of any such impairment immediately after any Loan Party becomes aware of any such impairment. (c) No Loan Party shall post any bond to secure any Loan Party's ’s performance under any agreement to which any Loan Party is a party nor cause any surety, guarantor, or other third party obligee to become liable to perform any obligation of any Loan Party (other than to the Collateral Agent) in the event of any Loan Party's ’s failure so to perform, if, as a result of the surety, guarantor or third party obligee's ’s performance, such Person would obtain a Encumbrance on any Collateral having priority to the Encumbrance of the Collateral Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Retail Ventures Inc)