BUYER PROPERTY. A. Title to all property furnished to Seller by Xxxxx, or paid for by Buyer shall remain with Buyer. Seller shall not alter or use such property for any purpose or for any other Party other than that specified by Xxxxx, without the prior written consent of Buyer. If Xxxxx agrees to pay Seller for acquisition of tooling and equipment, either separately or as a stated part of the unit price of Products purchased herein, title to the same shall pass to Buyer upon (i) commencement of processing for use in performance of this Order, or (ii) Buyer payment therefore, whichever occurs first.
B. Seller shall assume the risk of, and be responsible for, any loss, theft, destruction of or damage to Buyer property while in Seller’s possession or control. If Seller damages any property, Seller shall be responsible for making repairs at no cost to Buyer. Upon Xxxxx’s written request to Seller for any property under this clause, if Seller cannot locate Buyer property within five (5) days, Seller shall notify Buyer that the item was not located and Seller subsequently has twenty (20) days to find the misplaced property. After such period, if it has not been located, the property shall be deemed "lost" and at Buyer’s election, Seller shall either reimburse Buyer for the replacement and all related delay costs, or remake the lost property at no cost to Buyer.
C. Seller shall return all such property in a condition as good as when received except for reasonable wear and tear. Seller shall establish and maintain a property control system approved by Buyer. At all times, Buyer shall have access to Seller’s facilities for the purpose of reviewing its compliance with the management of Buyer property related to this Order.
BUYER PROPERTY. Unless otherwise agreed in writing, Seller at its cost shall supply all materials, equipment, tools and facilities required to perform under this Contract. Any materials, equipment, tools, dies or other properties furnished by Buyer or paid for by Buyer, and any design drawings relating to or used in the manufacture of such properties, shall remain Buyer’s property. Any Buyer property shall be used only for performance under this Contract and, on demand, must be returned to Buyer in accordance with Xxxxx’s instructions without charge. Xxxxxx agrees, as a condition of this Contract, that it will: (i) properly mark/label, identify and segregate any and all Buyer property in such fashion as to clearly identify such items as being the property of Buyer, (ii) prevent the commingling of said Buyer property with other material in Seller’s possession except in accordance with applicable Buyer specifications or Buyer’s written approval and (iii) assume responsibility for all taxes and risk of loss or damage with respect to said Buyer property at all times until such property is returned to Buyer.
BUYER PROPERTY. Seller shall clearly xxxx, maintain an inventory of and keep segregated or identifiable all Buyer property and all property to which Buyer acquires an interest by virtue of the Agreement. Except for ordinary wear and tear, Seller assumes all risk of loss, destruction, or damage to such property while in Seller’s possession, custody, or control, and will not use such property other than in performance of the Agreement without Buyer’s written consent. Upon request, Seller shall provide Buyer with adequate proof of insurance against such risk of loss. Seller will notify Buyer if Buyer property is lost, damaged, or destroyed. As directed by Buyer, upon completion, termination, or cancellation of the Agreement, Seller shall deliver such property, to the extent not incorporated in delivered end products, to Buyer in good condition subject to ordinary wear and tear and normal manufacturing losses. At the request of Buyer, Seller shall execute any documents, including but not limited to financial statements, required by Buyer to protect its interest in this property. If, in the performance of the Agreement, Buyer furnishes Seller with components or other concerns to be incorporated by Seller in the Products to be delivered to Buyer, Buyer does not waive its right to require the level of quality specified for the Products to be delivered by Seller. Seller agrees to replace any components or other items furnished by Buyer that are damaged by Seller or Seller's agents, or to reimburse Buyer for the same. Seller agrees that all dies, tools, jigs, fixtures, designs, drawings, patterns and other special items, which are furnished by Buyer without charge, shall be the Property of Buyer.
BUYER PROPERTY. All supplies, materials, computer files, tools, jigs, dies, gauges, fixtures, molds, patterns, diagrams, equipment, and other items furnished by Buyer, either directly or indirectly, to Seller or its Subcontractors to perform this Agreement or any PO, or for which Seller has been reimbursed by Buyer (“Buyer Property”), shall be and remain the property of Buyer and held by Seller on a bailment basis. Seller shall bear the risk of loss of and damage to Buyer Property. Buyer Property shall (i) at all times be properly housed and maintained by Seller, at its expense, (ii) not be used by Seller or its Subcontractors for any purpose other than the performance of this Agreement, (iii) be deemed to be personalty and conspicuously marked by Seller as the property of Buyer, (iv) shall not be commingled with the property of Seller, of its Subcontractors, or with that of any other third party, and (v) shall not be moved from Seller’s premises (or Subcontractor’s premises, as applicable) without Buyer’s prior written approval. Upon the request of Buyer, Buyer Property shall be immediately released to Buyer or delivered to Buyer by Seller, either (i) F.O.B. transport equipment at Seller’s plant, properly packed and marked in accordance with the requirements of the carrier selected by Buyer to transport such property, or (ii) to any location designated by Buyer, in which event Buyer shall pay to Seller the reasonable costs of delivering such property to such location. Where permitted by law, Seller waives any lien or other rights that Seller might otherwise have on any Buyer Property for work performed on such property or otherwise.
BUYER PROPERTY. All confidential and/or proprietary information regarding Buyer, its business, products, customers, and requirements; all designs, drawings, Specifications, software, molds, dies, tooling, equipment, processes, materials, and technical, engineering, or other data and/or information that are furnished to Seller by Buyer or developed at Buyer’s expense; and all related intellectual property and proprietary rights (collectively, “Buyer Property”) are and will be the exclusive property of Buyer and may not be reproduced, copied, or used except as strictly required to fulfill Buyer’s Orders. Standard goods manufactured by Seller and sold to Buyer without being designed, customized, or modified for Buyer and related standard designs, Specifications, software, processes, and tooling do not constitute Buyer Property. Buyer Property and any product or service purchased hereunder shall be deemed to be work-for-hire made pursuant to a COMPLIANCE WITH LAWS. Seller warrants that all Items supplied to Buyer are designed, produced, packaged, labeled, transported, and furnished and all services and work are performed in compliance with all applicable federal, state, and local laws, regulations, rules, codes, and requirements, including without limitation the Fair Labor Standards Act of 1938, as amended, the Occupational Safety and Health Act of 1970, as amended, and the standards, rules and regulations thereunder, the provisions of 41 C.F.R. Parts 60-2 and 60-20, concerning affirmative action programs and discrimination guidelines. and all other applicable laws, regulations, and requirements pertaining to (a) fair labor practices, non-discrimination, workers’ compensation, unemployment compensation, and immigration reform and control; (b) payment and withholding of income and other taxes, (c) export control and regulation, including without limitation the requirements of the International Traffic in Arms Regulations and the U.S. Export Administration Act, (d) the U.S. Foreign Corrupt Practices Act (“FCPA”), the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions, and similar anti-bribery laws and requirements, and (e) applicable health, safety and environmental standards and requirements. Without limiting the foregoing, Seller will comply and ensure compliance by its Representatives with applicable state, national, and international laws, rules and regulations relating to ethical and responsible standards of behavior, in...
BUYER PROPERTY. Unless otherwise expressly agreed in writing, all material, tooling, designs, data, documents, and any other property supplied or paid for by Buyer in connection with this Purchase Order (a) shall be and remain the property of Buyer, (b) shall be delivered to Buyer upon request, (c) shall not be used for or disclosed to anyone other than Buyer, and (d) shall be maintained at the risk of Seller, who shall be responsible for all loss or damage to such property apart from normal wear and tear.
BUYER PROPERTY. Any items purchased by Xxxxx and/or furnished to Seller to perform the Order, or for which Xxxxxx has been reimbursed by Xxxxx (“Buyer’s Property”), shall be and remain the property of Buyer. Seller shall take all reasonable care of Buyer’s Property and shall bear the risk of loss of and damage to Xxxxx’s Property in Seller’s possession, custody or control. Buyer’s Property shall at all times be properly housed and maintained by Seller; shall not be used by Seller for any purpose other than the performance of this Order; shall be deemed to be property; shall be conspicuously marked PROPERTY OF NORTHROP GRUMMAN by Seller; shall not be commingled with the property of Seller or with that of any third person; and shall not be moved from Seller’s Premises without Buyer’s prior written approval.
BUYER PROPERTY. (a) Buyer may provide or make available to Seller certain real or personal property or material owned by either Buyer or its customer, including without limitation, tooling and raw material inventories (“Buyer Property”). Buyer Property also includes items Buyer or its customer may take title to in accordance with the terms of this PO. Buyer Property shall be used only for the performance of this PO. Buyer shall at all times retain title to Buyer Property, which title shall not be affected by the incorporation or attachment thereof to any other property; nor shall such Buyer Property or any other part thereof be or become a fixture or lose its identity as Buyer Property by reason or affixation to any realty. Seller shall manage, maintain, and preserve Buyer Property in accordance with good commercial practice. Seller shall dispose of Buyer Property (including scrap) only in accordance with Xxxxx’s direction. Seller’s property records for equipment shall include a complete, current, auditable record of all Buyer Property transactions and shall include: ownership, description (including identification and serial numbers), quantity, unit cost, accountable contract number/code, location, disposition, inventory date, and traceability to shipping, receiving, storage, and utilization documents. Such records shall be available for Buyer review. Seller shall provide to Buyer an equipment inventory listing on an annual basis by 15 September. Seller shall clearly mark (if not so marked) all Buyer Property (wherever practical each individual item thereof) to show its ownership as “Property of Spartan Air Academy Iraq LLC.” or as otherwise directed for property of Xxxxx’s customer. Seller shall not substitute any property for Buyer Property;
BUYER PROPERTY. Title to and the right of immediate possession of all property furnished by or paid for by BUYER (including property listed on Exhibit D) to SELLER for use hereunder, including but not restricted to tooling, designs, patterns, drawings, specifications and materials, shall be and remain the property of BUYER in all stages of production (“Property”). Such Property shall not be used in the production, manufacture or design of any other articles for [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. SELLER or for any other purchaser or for manufacture or production of larger quantities than those specified herein, except with the express written consent of BUYER. All such Property supplied by BUYER shall be clearly marked by BUYER so as to be easily identified as BUYER’s Property. BUYER shall retain insurance on all BUYER equipment located at SELLER facilities. SELLER shall protect, preserve and maintain such Property in accordance with sound industrial practices and shall keep an inventory of all such Property in its possession. At the completion or termination of this Agreement all such Property together with all excess materials shall be returned to BUYER or disposed of as BUYER shall direct, subject to Section XVI herein. SELLER Property. SELLER shall maintain all rights and ownership of SELLER’s trade secrets, manufacturing processes and other SELLER intellectual property (which, for clarity, does not include Work Product).
BUYER PROPERTY. Unless otherwise agreed in writing, all tooling, equipment, material, dies, molds, jigs, fixtures, patterns, machinery, special test equipment, special tapes and gauges which have been furnished, paid for, or charged against Buyer, or which have had their cost amortized shall be deemed Buyer’s property, and shall remain the property of Buyer. Such property, while in Seller’s custody or control, shall be held at Seller’s sole risk, and shall be kept insured by Seller at Seller’s expense in an amount equal to the replacement cost with loss payable to Buyer. Such property shall be delivered in good condition, normal wear and tear accepted, to Buyer, F.O.B. Buyer’s plant, immediately upon request by Buyer. Seller warrants that said items would not be used for any work or for the production of any materials or parts other than for Buyer without Buyer’s written permission.
