Disposition of the Work. Except for items retained and paid for by Purchaser as set forth in Article 21.1.3, Contractor shall retain title to any and all work, work-in-process, parts or other material, inventories, and any associated warranties, and any subcontracted items Contractor has specifically produced, acquired or subcontracted for in accordance with this Contract.
Disposition of the Work. Contractor may elect immediately upon termination to take over all Deliverable Items and work-in-process and use or dispose of the same in any manner Contractor may elect. In such case, the fair market value of any Deliverable Items or work-in-process retained or disposed of by Contractor shall be set-off against Purchaser’s termination liability under this Article 21.2. Upon completion of all payments to Contractor in accordance with this Article 21.2, Purchaser may, subject to Article 7 hereof, require Contractor to transfer to Purchaser in the manner and to the extent directed by Purchaser, title to and possession of any items comprising all or any part of the work terminated (including all work-in-process, but not including Deliverable Data or any other portion of the work to which Contractor would not have otherwise been obligated to transfer title hereunder had the Contract been completed) not used or disposed of by Contractor pursuant to the foregoing sentence. Contractor shall, upon direction of Purchaser, protect and preserve such items at Purchaser’s expense in the possession of Contractor or its subcontractors and shall facilitate access to and possession by Purchaser of items comprising all or part of the work terminated. Alternatively, Purchaser may request Contractor to make a reasonable, good faith effort to sell such items and to remit any sales proceeds to Purchaser less a deduction for actual costs of disposition reasonably incurred by Contractor for such efforts. [Use or disclosure of the data contained on this page is subject to the restriction set forth in Article 26.] FOIA CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN INFORMATION IN THIS AGREEMENT. THIS INFORMATION HAS BEEN REDACTED AND DENOTED BY ASTERISKS [***]. COPIES OF THE EXHIBIT CONTAINING THE REDACTED PORTIONS HAVE BEEN FILED SEPARATELY WITH THE COMMISSION SUBJECT TO A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT. EXECUTION VERSION
Disposition of the Work. Boeing shall retain title to any and all Work, Work-in-Progress, parts or other material, inventories, and any associated warranties, and any subcontracted items Boeing has specifically produced, acquired, or subcontracted for in accordance with this Contract.
Disposition of the Work. Contractor may elect immediately upon termination to take over all applicable Deliverable Items and Work-in-process and use or dispose of the same in any manner Contractor may elect. In such case, the fair market value of any applicable Deliverable Items or Work-in-process retained or disposed of by Contractor shall be set-off against Purchaser’s Net Whole Termination Claim as established in accordance with Article 21. Upon payment of the amount due under this Article 23.2.3, Purchaser may require Contractor to transfer to Purchaser in the manner and to the extent directed by Purchaser, title to (not including Deliverable Data or any other portion of the Work to which Contractor would not have otherwise been obligated to transfer title hereunder had the Contract been completed) and possession of any items comprising all or any part of the applicable Work terminated (including all Work-in-process, parts and materials, all inventories, and associated warranties) not used or disposed of by Contractor pursuant to the foregoing sentence, and Contractor shall, upon direction of Purchaser, protect and preserve property at Purchaser’s expense in the possession of Contractor or its subcontractors in which Purchaser has an interest and shall facilitate access to and possession by Purchaser of items comprising all or part of the applicable Work terminated. Alternatively, Purchaser may request Contractor to make a reasonable, good faith effort to sell such items and to remit any sales proceeds to Purchaser less a deduction for Actual Costs reasonably incurred by Contractor in the sales of such items plus a markup of [*] Within twenty (20) days of written request of Purchaser, Contractor shall submit a good faith long term storage proposal for the storage of the applicable Work.
Disposition of the Work. Upon completion of all payments to Contractor in accordance with this Article 23.2, Purchaser may, subject to Article 7 hereof, require Contractor to transfer to Purchaser in the manner and to the extent directed by Purchaser, title to and possession of any items comprising all or any part of the Work terminated (including all Work-in-progress, but not including any other portion of the Work to which Contractor would not have otherwise been obligated to transfer title hereunder had the Contract been completed) not used or disposed of by Contractor pursuant to the foregoing sentence. Contractor shall, upon direction of Purchaser, protect and Use or disclosure of the data contained on this sheet is subject to the restriction on the title page. preserve such items at Purchaser’s expense in the possession of Contractor or its Subcontractors and shall facilitate access to and possession by Purchaser of items comprising all or part of the Work terminated. Contractor shall, if requested by Purchaser in writing, assign to Purchaser or its designee such Subcontracts as requested by Purchaser (subject to any approvals required by the associated Subcontractors and receipt by Contractor of associated reasonable releases and indemnifications in favor of Contractor). Alternatively, to the extent requested by Purchaser, where feasible, and on a reasonable best efforts basis, Contractor shall apply such completed Work and work-in-progress to Contractor’s other satellite manufacturing programs, and Purchaser shall receive a refund of the amount paid therefor.
Disposition of the Work. Unless Purchaser retains WIP pursuant to Article 23.1.3 hereof, but subject to Purchaser’s rights under Article 32, Contractor shall retain title to any and all Work, Work-in-process, parts or other material, inventories, and any associated warranties, and any subcontracted items Contractor has specifically produced, acquired, or entered into in accordance with this Contract. If Purchaser elects to retain any WIP pursuant to Article 23.1.3, Purchaser may require Contractor to transfer to Purchaser in the manner and to the extent directed by Purchaser, title to and possession of any items comprising all or any part of the WIP (including all Work-in-process, parts and materials, all inventories, and associated warranties) and Contractor shall, upon direction of Purchaser, protect and preserve such WIP at Purchaser’s expense in the possession of Contractor or its subcontractors in which Purchaser has an interest and shall facilitate access to and possession by Purchaser of items comprising all or part of the Work terminated. Within twenty (20) days of request of Purchaser, Contractor shall submit a good faith long term storage proposal for the storage of the WIP to be retained by Purchaser and stored with Contractor. 115
Disposition of the Work. Unless and to the extent that Purchaser retains Deliverable Items or portions thereof pursuant to Article 23.1.3 hereof, upon payment in full of all amounts due in accordance with Article 23.1.2, any Security Interest or other right or interest that Purchaser has in such items (except with respect to Deliverable Items retained by Purchaser pursuant to Article 23.1.3) hereunder or otherwise shall be released and extinguished and Purchaser shall take all action reasonably requested by Contractor to terminate any document or instrument filed of record (including without limitation UCC financing statements) to perfect any such Security Interest.
Disposition of the Work. Upon completion of all payments to Contractor in accordance with Article 22.2.2, MSV may require Contractor to transfer title and risk of loss to MSV to such Deliverable Items, Work-in-Process and Finished Goods. In lieu of taking immediate possession of Deliverable Items, Work-in-Process and Finished Goods as provided in the preceding sentence, upon direction of MSV, Contractor shall protect and preserve Deliverable Items, Work-in-Process and Finished Goods at MSV’s expense and shall facilitate access to and possession by MSV to such Deliverable Items, Work-in-Process and Finished Goods. Alternatively, MSV may request Contractor to make a reasonable, good faith effort to sell such items and to remit any sales
Disposition of the Work. Upon completion of all payments to Contractor in accordance with Article 22.2.2, MSV may require Contractor to transfer title and risk of loss to MSV to such Deliverable Items, Work-in-Process and Finished Goods. In lieu of taking immediate possession of Deliverable Items, Work-in-Process and Finished Goods as provided in the preceding sentence, upon direction of MSV, Contractor shall protect and preserve Deliverable Items, Work-in-Process and Finished Goods at MSV’s expense and shall facilitate access to and possession by MSV to such Deliverable Items, Work-in-Process and Finished Goods. Alternatively, MSV may request Contractor to make a reasonable, good faith effort to sell such items and to remit any sales proceeds to MSV less a deduction for actual costs of disposition reasonably incurred. To the extent Contractor’s compliance with this Article 22.2.3 requires governmental approvals and Contractor cannot, with the exercise of commercially reasonable efforts, procure such approvals, Contractor shall be excused from performing its obligations under this Article 22.2.3. Contractor shall be entitled to retain possession and title to the Deliverable Items and Work-in-Process and Finished Goods in its possession unless and until all payments due Contractor are paid under the Contract as a result of the termination by Contractor. If MSV fails to pay the undisputed amounts due Contractor, after an additional sixty (60) days cure period, Contractor may use or dispose of Deliverable Items and Work-in- Process and Finished Goods in any manner Contractor may elect. In such case, the fair market value of any Deliverable Items, Work-in-Process and Finished Goods used or disposed of by Contractor shall be set-off against MSV’s termination liability under Article 22.2.2.
Disposition of the Work. Except for items obtained by Purchaser as set forth in Article 23.1.3, Contractor shall retain title to any and all Work, Work-in-progress, SS/L-TP20701 ViaSat Contract Use or disclosure of the data and information contained on this sheet is subject to the restriction on the title page. 95 parts or other material, inventories, and any associated warranties, and any subcontracted items Contractor has specifically produced, acquired, or subcontracted for in accordance with this Contract.
