Common use of Eligible Accounts Clause in Contracts

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' ’ business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Subsidiary Borrower's business, owed to Borrowers Subsidiary Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' a Borrower's business, and, to the Knowledge of Borrowers, are owed to Borrowers such Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:,

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created obligations. The property and services giving rise to such Eligible Accounts has been delivered or rendered to the account debtor or to the account debtor’s agent for immediate and unconditional acceptance by the sale and delivery account debtor. Borrower has not received notice of Inventory actual or the rendition imminent Insolvency Proceeding of services to such Account Debtors any account debtor that is included in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each any Borrowing Base Certificate as an Eligible Account, such Account is not:.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' the Borrower's business, owed to Borrowers the Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' the Borrower’s business, owed to Borrowers the Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' the respective Borrower's business, owed to Borrowers such Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without without, to the knowledge of Borrowers, defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' an Eligible Loan Party's business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Administrative Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:an Eligible Account and is otherwise not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' DF's business, owed to Borrowers DF without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory goods in which Borrower has title or an exclusive license or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. Lender acknowledges that Ingrxx, Xxch Data, and Merisel each have a right of return with respect to ACT! Products in their distribution agreements. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of the Borrowers' business, owed to the Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:.

Eligible Accounts. The Eligible Accounts are bona fide existing ----------------- payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment ----------------- obligations of Account Debtors created by the sale sale, delivery and delivery unconditional acceptance of Inventory or the rendition and unconditional acceptance of services to such Account Debtors in the ordinary course of Borrowers' business, and such Accounts, to the extent not excluded from the definition of "Eligible Accounts" pursuant to paragraph (n) thereof, are unconditionally owed to Borrowers a Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to Further, each Eligible Account, such Account is not:

Eligible Accounts. (a) The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors Borrowers' customers in the ordinary course of Borrowers' business, owed to Borrowers a Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Eligible Account is not:in compliance with the criteria for eligibility set forth under the definition of "Eligible Accounts" in Section 1.1.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower (net of reserves) without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is (1) subject to a valid and perfected first priority security interest in favor of Agent for the benefit of the Lender Group, and (2) is not:

Eligible Accounts. The Eligible Accounts are bona fide existing ----------------- payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors Borrowers' customers in the ordinary course of Borrowers' business, owed to Borrowers a Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Eligible Account is not:in compliance with the criteria for eligibility set forth under the definition of "Eligible Accounts" in Section 1.1.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower’s business, owed to Borrowers Borrower without defenses, disputes, offsetsoffsets (except Accounts where Ocean Spray is the Account Debtor to the extent offsets are permitted under the Toll Processing Agreement), counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors Borrowers' customers in the ordinary course of Borrowers' business, owed to Borrowers a Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Eligible Account is not:in compliance with the criteria for eligibility set forth under the definition of "Eligible Accounts" in SECTION 1.1.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery or lease of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account (or rights to payment under chattel paper) is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of BorrowersCollateral Obligors' business, owed to Borrowers a Collateral Obligor without defenses, disputes, offsets, counterclaims, or rights of return or cancellationcancellation (except as, and to the extent, provided in clause (d) below). As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Administrative Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery licensing of Inventory or the rendition of services software to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Administrative Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower’s business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Borrower as an Eligible AccountAccount in a borrowing base report submitted to Lender, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

Eligible Accounts. The Eligible Accounts are and will remain bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, unconditionally owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each At the time of the creation of an Eligible Account Borrower has not received notice of actual or imminent bankruptcy, insolvency, or material impairment of the financial condition of any applicable Account Debtor regarding such Eligible Account, such Account is not:.

Eligible Accounts. The Eligible Accounts are Purchased Accounts which are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowersthe Originators' business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to Each such Eligible Account complies with each Eligible Account, such Account is not:clause of the definition thereof set forth in SECTION 1.1.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:not excluded as ineligible by virtue of one or more of the criteria set forth in clauses (a) through (o) contained in the definition of "Eligible Accounts" in Section 1.1.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the that arise out of Borrowers' sale and delivery or licensing of Inventory Software or the rendition of training, installation and/or other related consulting services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are are, and at all times, hereafter shall be, bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, unconditionally owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As The property giving rise to each such Eligible AccountAccounts has been delivered to the Account Debtor, such or to the Account is not:Debtor's agent for immediate shipment to and unconditional acceptance by the Account Debtor.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Subsidiary Borrower's business, owed to Borrowers Subsidiary Borrower without known defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Administrative Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without any known defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Administrative Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of Eligible Accounts.

Eligible Accounts. The Eligible Accounts are bona fide existing ----------------- payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, offsets counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of Table of Contents services to such Account Debtors in the ordinary course of Borrowers' Borrower’s business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' ’ business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is included as an Eligible AccountAccount on a Borrowing Base Certificate, such Account is not:meets all of the requirements of an Eligible Account.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' ’ business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Eligible Account, such Account is not:not excluded as ineligible by virtue of one or more of the criteria set forth in clauses (a) through (o) contained in the definition of “Eligible Accounts” in Section 1.1.

Eligible Accounts. The Eligible Accounts are bona fide existing payment ----------------- obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' business, owed to Borrowers without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is included as an Eligible AccountAccount on a Borrowing Base Certificate, such Account is not:meets all of the requirements of an Eligible Account.

Eligible Accounts. The Eligible Accounts are bona fide existing payment obligations of Account Debtors created by the sale and delivery of Inventory or the rendition of services to such Account Debtors in the ordinary course of Borrowers' Borrower's business, owed to Borrowers Borrower without defenses, disputes, offsets, counterclaims, or rights of return or cancellation. As to each Account that is identified by Borrower as an Eligible AccountAccount in a borrowing base report submitted to Agent, such Account is not:not excluded as ineligible by virtue of one or more of the excluding criteria set forth in the definition of eligible Accounts.