Ownership, Title and Security Interest Sample Clauses
Ownership, Title and Security Interest. 22.1. Until (i) Accuray has been paid in full for the applicable Buyout price of all Accuray Deliverables provided to Customer, in addition to any and all additional payments due from Customer to Accuray hereunder, in the event that Customer elects to exercise its Buyout option or (ii) Customer's total Revenue Share Payments to Accuray equal the full amount of the "Remaining System Price" set forth in Section D.1.3 above, all Accuray Deliverables are and shall remain the sole exclusive (personal) property of Accuray (or such leasing company or other entity to which Accuray elects to transfer title in connection with the financing of the Accuray Deliverables and the monthly income stream from such items) and at all times be and remain personal property notwithstanding that it or any part of it may be, or hereafter become, in any manner affixed or attached to real property or any building thereon.
22.2. Customer hereby grants to Accuray and Accuray retains title to all Accuray Deliverables delivered to Customer, and a security interest in all proceeds generated therefrom, for the purpose of securing payment of any and all indebtedness of Customer to Accuray arising out of the placement of the Accuray Deliverables for the purpose of securing payment for such deliverables. Customer authorizes Accuray to file, and shall execute upon Accuray's request, documents and related filings and recordings thereof as necessary for Accuray to perfect the foregoing security interest under the Uniform Commercial Code or any similar domestic or foreign laws and agrees) to help Accuray secure financing from a financing entity using the Accuray Deliverables and Customer's obligations under this Agreement as collateral, it being understood that such financing will not require any obligations from Customer other than those required in this Agreement. Customer shall maintain the Accuray Deliverables in good condition and keep such deliverables free of any liens until payment is made in full. All security interests shall be released once Accuray has received either (i) the full amount of the "Remaining System Price" set forth in Section D.1.3 above if Customer's total Revenue Share Payments to Accuray equal the full amount of the "Remaining System Price" or (ii) the Buyout price for the Accuray Deliverables if Customer elects to exercise its Buyout Option, as well as any and all payments owed hereunder from Customer to Accuray.
Ownership, Title and Security Interest. We are the sole owner of the Equipment, have sole title and all residual rights, have the right to inspect the Equipment, and have the right to affix and display a notice of our ownership thereon. The Equipment shall remain our personal property whether or not affixed to realty and shall not be part of any real property on which it is located. At our request, you shall obtain a landlord and/or mortgage waiver for the Equipment. All additions, attachments, and accessories placed on the Equipment which have not been removed prior to the return of the Equipment shall become part of the Equipment and our property. You agree to maintain the Equipment so that it may be removed from the property or building where located without damage. In addition, you authorize us to file at our option informational financing statements and/or fixture filings without your signature. If we request, you will execute financing statements and/or fixture filings. To the extent permitted by law, you hereby grant us a security interest in all Lease Payments and Equipment, and all of your interest therein, and all proceeds and products thereof, but in no case shall this grant or any filing be deemed to contravene our intent that this transaction constitute a true-lease transaction.
