Common use of ASSIGNMENT OF PURCHASE DOCUMENTS Clause in Contracts

ASSIGNMENT OF PURCHASE DOCUMENTS. Lessee assigns to Lessor all of Lessee's right, title and interest in and to the Equipment described in the Purchase Documents and in the Schedule. This assignment is an assignment of rights only, and Lessee shall remain liable for all obligations under the Purchase Documents, except that Lessor shall pay for the Equipment within 30 days of the Acceptance Date or as otherwise agreed by Lessor in writing. If Lessee has not entered into Purchase Documents for such Equipment, Lessee authorizes Lessor to act as Lessee's agent to execute such Purchase Documents. Lessee also represents and warrants that it has received and approved a copy of the Purchase Documents, or has been advised by Lessor of (a) the name of the Supplier of the Equipment, (b) that Lessee may have under such Supplier's Purchase Documents, and (c) that Lessee may contact the Supplier for information on such rights. In addition, Lessee shall deliver to Lessor a document acceptable to Lessor whereby Supplier acknowledges and provides any consent required by Lessor or otherwise necessary to such assignment. If the Equipment includes any software, Supplier shall agree in such acknowledgment and consent that upon the return of the Equipment to Lessor the Supplier will either xxxxx Xxxxxx a License and permit Lessor to assign such License to any subsequent end- user of the Equipment, or grant any such subsequent end-user such a License, but at no additional charge other than any regularly scheduled fee or charge otherwise payable by Lessee; provided that Lessee shall at all times remain liable to Supplier as the licensee under its license, and Lessor shall not have any obligation thereunder unless and until such license is provided to Lessor in accordance with these provisions. Lessor shall have no obligation or liability with respect to Lessee's, or any subsequent third-party licensee's, compliance under the applicable license. In addition, with respect to any such software, Supplier shall agree that it will not terminate Lessee's license thereof without first providing 90 days' prior written notice to Lessor of any intended termination and providing Lessor the right to cure such breach by Lessee of its license as gave rise to such notice of intended termination. Supplier shall also agree to provide all software upgrades and modifications during the Applicable Term to Lessee, or Lessor or other subsequent licensee, on the same basis as offered to Supplier's other commercial customers. Lessee agrees that neither Supplier nor any salesperson or other employee or representative of Supplier is an agent of Lessor, nor is any such person authorized to waive or alter any terms of this Master Agreement or any Lease.

Appears in 1 contract

Samples: Master Lease Agreement (Bamboo Com Inc)

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ASSIGNMENT OF PURCHASE DOCUMENTS. Lessee hereby assigns to Lessor all of Lessee's right, title right and interest interests in and to (a) the Equipment described in this Schedule and (b) and Purchase Documents (including any purchase order issued by Lessor as Lessee's agent)relating thereto. Except for the obligation to pay Seller for the Equipment if (and only if) the Equipment is accepted by Lessee pursuant to the Agreement, such assignment shall not include any of the obligations of the purchase under the Purchase Documents and in the Schedule. This assignment is an assignment of rights only, and Lessee shall at all times remain liable for to Seller to perform all of the duties and obligations of the purchaser under the Purchase Documents, except that Lessor shall pay for Documents to the Equipment within 30 days of the Acceptance Date or same extent as otherwise agreed by Lessor in writingif an assignment had not occurred. If Lessee has Seller is not entered into Purchase Documents for such Equipment, Lessee authorizes Lessor to act as Lessee's agent to execute such Purchase Documents. Lessee also represents and warrants that it has received and approved a copy an affiliate of the Purchase Documents, or has been advised by Lessor of (a) the name of the Supplier of the Equipment, (b) that Lessee may have under such Supplier's Purchase Documents, and (c) that Lessee may contact the Supplier for information on such rights. In additionLessor, Lessee shall deliver to Lessor a document acceptable to Lessor whereby Supplier acknowledges and provides any obtain Seller's written consent required by Lessor or otherwise necessary to such assignment. If the Equipment includes any software, Supplier shall agree in such acknowledgment assignment and consent written agreement that upon the any return of the Equipment to Lessor the Supplier Lessor, at no additional fee or charge Seller will either xxxxx Xxxxxx a License (y) grant Lessor any xxxxxxxxxx xicense relating to the use of any software, technical information, confidential business information or other documentation (collectively, License) and permit Lessor to assign such License to any subsequent end- end-user of the Equipment, ; or (z) grant any such subsequent end-user such a of the Equipment an applicable License, but at no additional charge other than any regularly scheduled fee or charge otherwise payable by Lessee; provided that subject to Seller's then-current licensing provisions. Lessee shall at all times remain liable to Supplier Seller as the licensee under its licensethe License, and Lessor shall not have any obligation thereunder unless and until such license License is provided to Lessor in accordance with these provisions. Lessor shall have no obligation or liability with respect to Lessee's, or any subsequent third-party licensee's, compliance under the applicable license. In addition, with respect to any such software, Supplier shall agree that it will not terminate Lessee's license thereof without first providing 90 days' prior written notice to Lessor of any intended termination and providing Lessor the right to cure such breach by Lessee of its license as gave rise to such notice of intended termination. Supplier shall also agree to provide all software upgrades and modifications during the Applicable Term to Lessee, or Lessor or other subsequent licensee, on the same basis as offered to Supplier's other commercial customers. Lessee agrees that neither Supplier nor any salesperson or other employee or representative of Supplier is an agent of Lessor, nor is any such person authorized to waive or alter any terms of this Master Agreement or any Leaseherewith.

Appears in 1 contract

Samples: Master Equipment Lease Agreement (Old National Bancorp /In/)

ASSIGNMENT OF PURCHASE DOCUMENTS. Lessee assigns to Lessor all of Lessee's right, title and interest in and to the Equipment described in the Purchase Documents and in the Schedule. This assignment is an assignment of rights only, and Lessee shall remain liable for all obligations under the Purchase Documents, except that Lessor shall pay for the Equipment within 30 days of the Acceptance Date or as otherwise agreed by Lessor in writing. If Lessee has not entered into Purchase Documents for such Equipment, Lessee authorizes Lessor to act as Lessee's agent to execute such Purchase Documents. Lessee also represents and warrants that it has received and approved a copy of the Purchase Documents, or has been advised by Lessor of (a) the name of the Supplier of the Equipment, (b) that Lessee may have rights under such Supplier's Purchase Documents, and (c) that Lessee may contact the Supplier for information on such rights. In addition, Lessee shall deliver to Lessor a document acceptable to Lessor whereby Supplier acknowledges and provides any consent required by Lessor or otherwise necessary to such assignment. If the Equipment includes any software, Supplier shall agree in such acknowledgment and consent that upon the return of the Equipment to Lessor the Supplier will either xxxxx Xxxxxx a License and permit Lessor to assign such License to any subsequent end- user of the Equipment, or grant any such subsequent end-user such a License, but at no additional charge other than any regularly scheduled fee or charge otherwise payable by Lessee; provided that Lessee shall at all times remain liable to Supplier as the licensee under its license, and Lessor shall not have any obligation thereunder unless and until such license is provided to Lessor in accordance with these provisions. Lessor shall have no obligation or liability with respect to Lessee's, or any subsequent third-party licensee's, compliance under the applicable license. In addition, with respect to any such software, Supplier shall agree that it will not terminate Lessee's license thereof without first providing 90 days' prior written notice to Lessor of any intended termination and providing Lessor the right to cure such breach by Lessee of its license as gave rise to such notice of intended termination. Supplier shall also agree to provide all software upgrades and modifications during the Applicable Term to Lessee, or Lessor or other subsequent licensee, on the same basis as offered to Supplier's other commercial customers. Lessee agrees that neither Supplier nor any salesperson or other employee or representative of Supplier is an agent of Lessor, nor is any such person authorized to waive or alter any terms of this Master Agreement or any Lease.

Appears in 1 contract

Samples: Master Lease Agreement (Digital Insight Corp)

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ASSIGNMENT OF PURCHASE DOCUMENTS. Lessee assigns to Lessor all of Lessee's right, title and interest in and to the Equipment described in the Purchase Documents and in the Schedule. This assignment is an assignment of rights only, and Lessee shall remain liable for all obligations under the Purchase Documents, except that Lessor shall pay for the Equipment within 30 days of the Acceptance Date or as otherwise agreed by Lessor in writing. If Lessee has not entered into Purchase Documents for such Equipment, Lessee authorizes Lessor to act as Lessee's agent to execute such Purchase Documents. Lessee also represents and warrants that it has received and approved a copy of the Purchase Documents, or has been advised by Lessor of (a) the name of the Supplier of the Equipment, (b) that Lessee may have rights under such Supplier's Purchase Documents, and (c) that Lessee may contact the Supplier for information on such rights. In addition, Lessee shall deliver to Lessor a document acceptable to Lessor whereby Supplier acknowledges and provides any consent required by Lessor or otherwise necessary to such assignment. If the Equipment includes any software, Supplier shall agree in such acknowledgment and consent that upon the return of the Equipment to Lessor the Supplier will either xxxxx Xxxxxx a License and permit Lessor to assign such License to any subsequent end- end-user of the Equipment, or grant any such subsequent end-user such a License, but at no additional charge other than any regularly scheduled fee or charge otherwise payable by Lessee; provided that Lessee shall at all times remain liable to Supplier as the licensee under its license, and Lessor shall not have any obligation thereunder unless and until such license is provided to Lessor in accordance with these provisions. Lessor shall have no obligation or liability with respect to Lessee's, or any subsequent third-party licensee's, compliance under the applicable license. In addition, with respect to any such software, Supplier shall agree that it will not terminate Lessee's license thereof without first providing 90 days' prior written notice to Lessor of any intended termination and providing Lessor the right to cure such breach by Lessee of its license as gave rise to such notice of intended termination. Supplier shall also agree to provide all software upgrades and modifications during the Applicable Term to Lessee, or Lessor or other subsequent licensee, on the same basis as offered to Supplier's other commercial customers. Lessee agrees that neither Supplier nor any salesperson or other employee or representative of Supplier is an agent of Lessor, nor is any such person authorized to waive or alter any terms of this Master Agreement or any Lease.

Appears in 1 contract

Samples: Master Lease Agreement (Breakaway Solutions Inc)

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