Acquired Equipment. Purchaser shall pay or reimburse the Sellers for their reasonable costs to complete the fabrication of the Acquired Equipment, which costs shall not exceed [***]. Within the time frames and in accordance with the technology transfer plan contemplated by the Supply Agreement, the Sellers shall, subject to a customary indemnity agreement relating to real property damage, remove from the Sellers’ premises the Acquired Equipment.
Acquired Equipment. If SUPPLIER desires to purchase items to be included as Acquired Equipment, SUPPLIER shall provide a written request to BUYER at least five (5) Business Days prior to the purchase of such items. Such request shall include a quote setting forth the cost of each item. If BUYER agrees in writing to purchase some or all of the items, the approved items shall be deemed to be Acquired Equipment. The purchase price plus the Installed Costs will be amortized over a period of sixty (60) months, payable in monthly installments based upon an interest rate equal to the then-current one (1) year LIBOR rate (U.S. currency) plus one percent (1%) (“Supplier Net Book Value”). SUPPLIER shall provide to BUYER all relevant invoices corresponding to the Acquired Equipment purchased for reimbursing purposes. BUYER shall reimburse SUPPLIER for the cost of the Acquired Equipment according to the invoicing and payment terms in Exhibit C. At termination of work requiring this equipment, the BUYER will reimburse the SUPPLIER for the SUPPLIER Net Book Value not already reimbursed. BUYER shall have the option to purchase such Acquired Equipment from SUPPLIER, such request shall not be unreasonably refused: (a) on an exception basis; or, (b) upon termination of this Agreement, to the extent that SUPPLIER has not recovered payment for Acquired Equipment through amortization of the Supplier Net Book Value, BUYER will either (i) pay SUPPLIER for any such unrecovered amortization and SUPPLIER shall retain ownership or (ii) purchase the Acquired Equipment for a purchase price equal to the SUPPLIER’s Net Book Value. Notwithstanding the above, if SUPPLIER fails to meet BUYER’s cost, quality and delivery objectives, BUYER shall have no obligation to pay for such unrecovered amortization in subsection (i) but may purchase the Acquired Equipment as otherwise described herein in subsection (ii). Upon mutual agreement the Parties may decide to designate an item proposed to be treated as Acquired Equipment as Necessary Equipment, in which case such item will deemed to be Necessary Equipment subject to the below.
Acquired Equipment. (A) All fixed assets located at the Xxxxxxxx Mexico Facility (the “Xxxxxxxx Mexico Acquired Equipment”), (B) all manufacturing equipment located at the Commerce City Facility, and (C) all tools, jigs, molds, dies, embossing equipment, “in-store” displays, trade show displays, and signage, wherever located, all as more specifically identified on Disclosure Schedule 2.1(a)(ii) (collectively, the “Acquired Equipment”).
Acquired Equipment. Seller has provided or made available to Buyer a true, accurate and complete list of all Equipment of Seller and its Subsidiaries. The Acquired Equipment to the best of Seller's knowledge is functional for the use for which it was intended in the normal operation of the Business and is in good operating condition and repair (ordinary wear and tear excepted).
Acquired Equipment. (a) On the Effective Date, Vendor shall purchase and Phoenix shall convey to Vendor, any and all of Phoenix's right, title and interest in and to certain Existing Owned Equipment (the "Acquired Equipment") listed in Schedule J (Acquired Equipment) for the price set forth in Section 9.1 of Schedule C (Charges) pursuant to the Form Quit Claim Xxxx of Sale attached as Schedule O (Form Quit Claim Xxxx of Sale). _______________________________________________________________________________________________________________ July 29, 2004 Phoenix and Vendor CONFIDENTIAL Page 23 BRMFS1 509411v3 Technology Services Agreement _______________________________________________________________________________________________________________
(b) Vendor shall lease back to Phoenix the Acquired Equipment , without additional consideration, for a lease term commencing on the Effective Date and ending immediately prior to the applicable Service Tower Commencement Date. During the lease term, Phoenix will maintain and use the Acquired Equipment in a manner consistent with maintenance and use prior to the lease term. As of the applicable Service Tower Commencement Date, Phoenix will turn over the Acquired Equipment to Vendor in as good order and condition as of the Effective Date, reasonable wear and tear excepted.
(c) Following the Effective Date, the Parties may agree in writing that Phoenix may lease or sublease to Vendor certain real property for the provision of the Services. In such an instance, the terms of any such arrangement will be set forth in a separate schedule hereto.
(d) In consideration of the transfer of title of the Acquired Equipment, on the Effective Date Vendor shall pay to Phoenix the consideration set forth in Section 9.1 of Schedule C (Charges) by wire transfer of immediately available federal funds. If, following the Effective Date, it emerges that there is a discrepancy between the list of Acquired Equipment and the Equipment that is actually transferred to Vendor, the Parties shall meet to discuss an appropriate adjustment to such consideration.
(e) Phoenix shall (without additional consideration) execute such additional documents and take such additional actions as are reasonably necessary to convey title in Vendor to the Acquired Equipment.
Acquired Equipment. 23 6.3 Financial Responsibility for Equipment............................................................24 6.4 Equipment Access and Operational and Administrative Responsibility................................24 6.5
Acquired Equipment. 1 1.5. Acquired Inventory..................................................................... 1 1.6.
Acquired Equipment. Developer Workstation: MacPro laptop (asset tag #1631)
Acquired Equipment. 7 3.5 LITIGATION; ORDERS; ETC............................................7 3.6 TAXES..............................................................
Acquired Equipment. (a) The Equipment set forth on Schedule 1.1(a)(1) and (2) of the Disclosure Schedules is individually and in the aggregate in good condition and state of repair, reasonable wear and tear and normal depreciation excepted. All of the Equipment will be supplied in operational condition, "AS IS".
(b) Seller has good and marketable title to the Equipment set forth on Schedule 1.1(a)(1) of the Disclosure Schedules, and Seller has the right to use any Equipment held under leases. Scott has good and marketable title to the Equipment set forth ox Xxxedule 1.1(a)(2) of the Disclosure Schedules.
