Accounts; General Intangibles. All Collateral that is accounts, chattel paper, Instruments, or General Intangibles is free from any claim for credit, deduction, or allowance of an Obligor and free from any defense, condition, dispute, setoff, or counterclaim, except any such claims as arise in the ordinary course of business and do not materially impair the value of the Collateral, taken as a whole.
Accounts; General Intangibles. Debtor warrants that Collateral consisting of chattel paper, accounts, or general intangibles is (i) genuine and enforceable in accordance with its terms; (ii) not subject to any defense, set-off, claim or counterclaim of a material nature against Debtor except as to which Debtor has notified Bank in writing; and (iii) not subject to any other circumstances that would impair the validity, enforceability, value, or amount of such Collateral except as to which Debtor has notified Bank in writing. Debtor shall not amend, modify or supplement any lease, contract or agreement contained in Collateral or waive any provision therein, without prior written consent of Bank. Debtor will not create any tangible chattel paper without placing a legend on the chattel paper acceptable to Bank indicating that Bank has a security interest in the chattel paper. Following the date hereof, debtor will not create any electronic chattel paper without taking all steps deemed necessary by Bank to confer control of the electronic chattel paper upon Bank in accordance with the UCC.
Accounts; General Intangibles. All of Debtor's accounts, contract rights, chattel paper, instruments, investment property, documents and general intangibles, and all additions and accessions thereto and replacements thereof, including, but not limited to, all franchises, permits, authorizations and licenses heretofore or hereafter granted or issued to Debtor under federal, state or local laws (excluding, however, franchises, permits, authorizations and licenses issued by the FCC or any other Governmental Body to the extent, and only to the extent, it is unlawful to grant a security interest in such franchises, permits, authorizations and licenses, but including, without limitation, the right to receive all proceeds derived or arising from or in connection with the assignment of such franchises, permits, authorizations and licenses) which permit or pertain to the operation of the Cable Business of Debtor, and all of Debtor's advertising revenue contracts, programming distribution agreements, pole attachment agreements, access and right of entry agreements, equipment leases, office leases, site leases, video programming distribution agreements, supply and distributorship agreements, non-competition agreements, employment contracts, consulting agreements, collective bargaining agreements, service agreements, maintenance agreements, other Operating Agreements, income tax refunds, copyrights, patents, patent rights, trademarks, trade names, trade styles, goodwill and going concern value, except to the extent the grant of a security interest in any such agreement or contract without the consent of the other party thereto would create a default thereunder in which event, such agreement or contract shall not be included unless and until such consent shall have been obtained (collectively, the "Intangible Collateral");
Accounts; General Intangibles. To each Grantor’s Knowledge, all Collateral that is accounts, contract rights, chattel paper, Collateral Notes, Collateral Note Security, Instruments, payment intangibles, or General Intangibles is free from any claim for credit, deduction, or allowance of an Obligor and free from any claim, deduction, allowance, defense, condition, dispute, setoff, or counterclaim, except, in each case, any such claim, deduction, allowance, defense, condition, dispute, setoff, or counterclaim that arise in the ordinary course of business and do not materially impair the value of the Collateral, taken as a whole, or as set forth on Schedule 3.11.
Accounts; General Intangibles. Debtor warrants that Collateral consisting of Chattel Paper, Accounts, or General Intangibles is (i) genuine and enforceable in accordance with its terms; (ii) not subject to any defense, set-off, claim or counterclaim of a material nature against Debtor except as to which Debtor has notified Agent in writing; and (iii) not subject to any other circumstances that would impair the validity, enforceability, value, or amount of such Collateral except as to which Debtor has notified Agent in writing. Debtor shall not amend, modify or supplement any lease, contract or agreement contained in Collateral or waive any provision therein, without prior written consent of Agent. Debtor will not create any tangible chattel paper without placing a legend on the chattel paper acceptable to Agent indicating that Agent has a security interest in the chattel paper. Debtor will not create any electronic chattel paper without taking all steps deemed necessary by Agent to confer control of the electronic chattel paper upon Agent in accordance with the Code. ACCOUNT INFORMATION. From time to time, at Agent’s request, Debtor shall provide Agent with schedules describing all accounts, including customers’ addresses, created or acquired by Debtor and at Agent’s request shall execute and deliver written assignments of contracts and other documents evidencing such accounts to Agent. Together with each schedule, Debtor shall, if requested by Agent, furnish Agent with copies of Debtor’s sales journals, invoices, customer purchase orders or the equivalent, and original shipping or delivery receipts for all goods sold, and Debtor warrants the genuineness thereof.
Accounts; General Intangibles. Borrower warrants that Collateral consisting of chattel paper, accounts, or general intangibles is (i) genuine and enforceable in accordance with its terms; (ii) not subject to any defense, set-off, claim or counterclaim of a material nature against Borrower except as to which Borrower has notified Lender in writing; and (iii) not subject to any other circumstances that would impair the validity, enforceability, value, or amount of such Collateral except as to which Borrower has notified Lender in writing. Borrower shall not amend, modify or supplement any lease, contract or agreement contained in Collateral or waive any provision therein, without prior written consent of Lender. Borrower will not create any tangible chattel paper without placing a legend on the chattel paper acceptable to Lender indicating that Lender has a security interexx xx the chattel paper. Borrower will not create any electronic chattel paper without taking all steps deemed necessary by Lender to confer control of xxx xxectronic chattel paper upon Lender in accordance with the UCC.
Accounts; General Intangibles. Subject to Section 5(n), no amount payable to the Borrower under or in connection with any Account is evidenced by any Instrument or Chattel Paper which has not been delivered to the Agent. The places where the Borrower currently keeps its records concerning the Accounts are listed on SCHEDULE 4 or such other locations as may be specified by the Borrower to the Agent pursuant to Section 5(l).
Accounts; General Intangibles. Subject to Section 5(n), no amount payable to the Grantor under or in connection with any Account is evidenced by any Instrument or Chattel Paper which has not been delivered to the Agent. The places where the Grantor currently keeps its records concerning the Accounts are listed on SCHEDULE 4 or such other locations as may be specified by the Borrower to the Agent pursuant to Section 5(l).
Accounts; General Intangibles. All of Debtor's accounts, contract rights, chattel paper, instruments, investment property, deposit accounts, documents and general intangibles (excluding any general intangibles other than for the payment of money which, by their terms, prohibit assignment or the grant of a security interest, unless any required consent to such assignment or grant of security interest is obtained), and all additions and accessions thereto and replacements thereof, including, but not limited to, all licenses, franchises, permits and authorizations heretofore or hereafter granted or issued to Debtor under federal, state or local laws (excluding, however, any licenses, franchises, permits and authorizations issued by the FCC, any other Governmental Body or any other Person to the extent, and only to the extent, it is unlawful to grant a security interest in such licenses, franchises, permits and authorizations, but including, without limitation, the right to receive all proceeds derived or arising from or in connection with the sale or assignment of such licenses, franchises, permits and authorizations) which permit or pertain to the operation of the Paging Business of Debtor, and all of Debtor's Operating Agreements, income tax refunds, copyrights, patents, trademarks, trade names, trade styles, goodwill, going concern value, franchise, supply and distributorship agreements, non-competition agreements and employment contracts (collectively, the "Intangible Collateral").
Accounts; General Intangibles. Except as otherwise provided in the Credit Agreement and the schedules thereto, Debtor warrants that Collateral consisting of chattel paper, accounts, or general intangibles is (i) genuine and enforceable in accordance with its terms; (ii) not subject to any defense, set-off, claim or counterclaim of a material nature against Debtor except as to which Debtor has notified Secured Party in writing; and (iii) not subject to any other circumstances that would impair the validity, enforceability, value, or amount of such Collateral except as to which Debtor has notified Secured Party in writing. Debtor shall not amend, modify or supplement any lease, contract or agreement contained in Collateral or waive any provision therein, without prior written consent of Secured Party. Debtor will not create any tangible chattel paper without placing a legend on the chattel paper acceptable to Secured Party indicating that Secured Party has a security interest in the chattel paper. Debtor will not create any electronic chattel paper without taking ail steps deemed necessary by Secured Party to confer control of the electronic chattel paper upon Secured Party in accordance with the UCC.
