Common use of With Respect to Accounts Clause in Contracts

With Respect to Accounts. You represent and warrant to us that, with respect to each of your Accounts, whether now existing or hereafter arising: 5.5.1. You are the sole owner of the Account free and clear of all liens and encumbrances (including liens and encumbrances subordinate to our lien and security interest), except for those created by this Agreement or permitted by us in writing. ContinuityX, Inc. 8-31-2011 5.5.2. You are not affiliated with and do not own, control, or exercise dominion, in any way whatsoever, over the business of the Account Debtor. 5.5.3. The Account represents an accurate and undisputed statement of indebtedness of the Account Debtor on account of a bona fide sale or lease by of non-defective, conforming goods or the due performance by you of services, as the case may be. 5.5.4. The Account is the valid obligation of and is legally binding upon the Account Debtor enforceable against the Account Debtor in accordance with its terms. All signatures and endorsements appearing on the invoices and documents relating to the Accounts are genuine, and all signatories and endorsers have full capacity and authority and were fully authorized to contract for the purchase or lease of the goods and/or services giving rise to the Account. 5.5.5. The Account is not subject to any Dispute, defense, offset, counterclaim or any allowance, deduction, contingency or condition. 5.5.6. The Account is not on a b▇▇▇-and-hold, guaranteed sale, sale-and-return, sale on approval, consignment or any other repurchase or return basis. 5.5.7. To the best of your knowledge based on due inquiry, the Account Debtor is not Insolvent. 5.5.8. The sale of the Account to us is accurately and properly entered and reflected on your books and records.

With Respect to Accounts. You represent and warrant to us that, with respect to each of your Accounts, whether now existing or hereafter arising: 5.5.1. You are the sole owner of the Account free and clear of all liens and encumbrances (including liens and encumbrances subordinate to our lien and security interest), except for those created by this Agreement or permitted by us in writing. ContinuityX, Inc. 8-31-2011. 5.5.2. You are not affiliated with and do not own, control, or exercise dominion, in any way whatsoever, over the business of the Account Debtor. 5.5.3. The Account represents an accurate and undisputed statement of indebtedness of the Account Debtor on account of a bona fide sale or lease by of non-defective, conforming goods or the due performance of services by you of services, as the case may beyou. 5.5.4. The Account is the valid obligation of and is legally binding upon the Account Debtor enforceable against the Account Debtor in accordance with its terms. All signatures and endorsements appearing on the invoices and documents relating to the Accounts are genuine, and all signatories and endorsers have full capacity and authority and were fully authorized to contract for the purchase or lease of the goods and/or services giving rise to the Account. 5.5.5. The Account is not subject to any Dispute, defense, offset, counterclaim or any allowance, deduction, contingency or condition. 5.5.6. The Account is not on a b▇▇▇▇-and-hold, guaranteed sale, sale-and-return, sale on approval, consignment or any other repurchase or return basis. 5.5.7. To the best of your knowledge based on due inquiry, the Account Debtor is not Insolvent. 5.5.8. The sale of the Account to us is accurately and properly entered and reflected on your books and records.