(1) Accounts created from the sale of goods and/or performance of
services on non-standard terms or that allow for payment to be made more than
thirty (30) days from the date of such sale or performance of services;
(2) Accounts unpaid more than ninety (90) days from date of invoice;
(3) Accounts payable by an Account Debtor if fifty percent (50%) or
more of the aggregate outstanding balance of all such Accounts and Acquired
Accounts payable by the same account debtor remain unpaid for more than ninety
(90) days from the date of invoice;
(4) Accounts payable by an Account Debtor that is an Affiliate of any
Loan Party, or an officer, employee, agent, guarantor, stockholder of Loan Party
or an Affiliate of any Loan Party, or is related to or has common shareholders,
officers or directors with any Loan Party;
(5) Accounts arising from consignment sales;
(6) Except for state, local and United States government institutions
and public educational institutions, Accounts with respect to which the payment
by the Account debtor is or may be conditional;
(7) Except for state, local and United States government institutions
and public educational institutions, Accounts with respect to which:
(i) the Account debtor is not a commercial entity, or
(ii) the Account debtor is not a resident of the United
States;
(8) Accounts payable by any Account Debtor to which any Loan Party is
or shall become liable for goods sold or services rendered by such Account
Debtor to any Loan Party , except for Accounts payable by IBM provided that IBM
Credit has received evidence satisfactory to it that IBM has waived in writing
its right to setoff such amounts owed to Borrower with any amount Borrower may
owe to IBM;
(9) Accounts arising from the sale or lease of goods purchased for a
personal, family or household purpose;
(10) Accounts arising from the sale or other disposition of goods that
have been used for demonstration purposes or loaned or leased by the Borrower to
another party;
(11) Accounts which are progress payment accounts or contra accounts;
(12) Accounts upon which IBM Credit does not have a valid, perfected,
first priority security interest;
(13) Accounts payable by an Account Debtor that any Loan Party knows is
subject to proceedings under United States Bankruptcy Law or other law for the
relief of debtors;
(14) Accounts that are not payable in US dollars;
(15) Accounts payable by any Account Debtor that is a remarketer of
computer hardware and software products and whose purchases of such products
from Borrower have been financed by another person, other than IBM Credit, who
pays the proceeds of such financing directly to Borrower on behalf of such
debtor ("Third Party Financer") unless (i) such Third Party Financer does not
have a separate financing relationship with Borrower or (ii) such Third Party
Financer has a separate financing relationship with Borrower and has waived its
right to set off its obligations to Borrower;
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