Common use of PPSA Clause in Contracts

PPSA. If Krannich Solar determines, in its absolute discretion, that the PPSA applies to any transaction under this Agreement, the Customer agrees that: 10.1. it grants a first ranking security interest and purchase money security interest in the Goods and the proceeds arising in respect of any dealings in the Goods for the purpose of the PPSA, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.2. it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar to register and perfect its security interest in the Goods and its proceeds and, if requested by Krannich Solar, will not take possession of the Goods unless Krannich Solar has registered a financing statement designating a purchase money security interest over them; 10.3. not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s prior written consent, and will not create any security interest in the Goods, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods in favour of a third party without Krannich Solar’s prior written consent; 10.4. Krannich Solar may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods held by the Customer; 10.5. to the extent permitted by the PPSA, sections 95, 96, 117, 118, 121(4), 125, 127, 129(2) and (3), 130, 132, 134(2) 135, 142 and 143 of the PPSA do not apply to the obligations owed between Krannich Solar and the Customer in accordance with this Agreement and the Customer has no rights under them; and 10.6. to promptly notify Krannich Solar of any changes in writing of the Customer’s details set out in the Customer Account.

PPSA. If Krannich Solar determines9.1. This clause applies to the extent that this Agreement provides for a Security Interest for the purposes of the PPSA. 9.2. The rights of the Marina Company under this Agreement are in addition to and not in substitution for the Marina Company’s rights under other law (including PPSA) and the Marina Company may choose whether to exercise rights under this Agreement, and/or under other law, as it sees fit. 9.3. The Customer acknowledges that if the Marina Company’s interest under this Agreement and any other related document(s), is a Security Interest for the purposes of the PPSA then that Security Interest relates to the Personal Property and all Proceeds of any kind and this Agreement and any Contract is a security agreement for the purposes of the PPSA. 9.4. The Customer acknowledges that by this Agreement the Customer: (a) creates and grants to the Marina Company a Security Interest for the purposes of the PPSA, in the Vessel and in all equipment and other materials stored in the Space; (b) that the Marina Company may register its absolute discretionSecurity Interest on the PPSA Register and that the Customer shall do anything requested of it by the Marina Company to enable the Marina Company to do so and ensure its Security Interest is perfected and otherwise enforceable under the PPSA, with first priority; (c) warrants that it shall not create or allow to be created any other Security Interest in the Vessel or any of its inventory or otherwise part with possession of the Vessel or any of its inventory to any third party without the written consent of the Marina Company; (d) that if Chapter 4 of the PPSA applies to any transaction under this Agreement, the Customer agrees that: 10.1. it grants a first ranking security interest and purchase money security interest in the Goods and the proceeds arising in respect of any dealings in the Goods for the purpose enforcement of the PPSASecurity Interest, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.2. it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar to register and perfect its security interest in the Goods and its proceeds and, if requested by Krannich Solar, will not take possession of the Goods unless Krannich Solar has registered a financing statement designating a purchase money security interest over them; 10.3. not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s prior written consent, and will not create any security interest in the Goods, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods in favour of a third party without Krannich Solar’s prior written consent; 10.4. Krannich Solar may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods held by the Customer; 10.5. to the maximum extent permitted by the PPSAlaw, sections 95, 96, 117, 118, 120, 121(4), 123, 125, 127126, 129(2) and (3)128, 129, 130, 132132(3), 134(2) 132(4), 134(1), 135, 142 and 143 of the PPSA do PPSA, will not apply to the obligations owed between Krannich Solar enforcement of that Security Interest and the Customer in accordance waives its right to receive any notice under the PPSA so far as is permitted at law. 9.5. In support of the Marina Company’s rights under this Agreement, the Customer charges its real and personal property with any amounts which are or may become owing to the Marina Company under this Agreement from time to time and shall sign any security documents requested by the Marina Company to give effect to the charge hereby created and appoints the Marina Company as its attorney to sign any documents for that purpose if the Customer has no rights under them; and 10.6. fails to promptly notify Krannich Solar of any changes in writing of the Customer’s details set out in the Customer Accountdo so within a reasonable time.

PPSA. If Krannich Solar determines, 12.1 All terms defined in its absolute discretion, that the PPSA applies to any transaction under this Agreement, have the same meaning where capitalized in these Terms. 12.2 The Customer agrees and acknowledges that: 10.1. (a) The Charge constitutes a Security Interest insofar as it grants relates to the Customer’s presently owned and after acquired personal property, which may be registered by BMX on the Register. (b) These Terms constitute a first ranking security interest and purchase money security interest in the Goods and the proceeds arising in respect of any dealings in the Goods Security Agreement for the purpose purposes of the PPSA and that a Security Interest exists in all goods previously supplied by BMX to the Customer which have not yet been paid for, and their proceeds (if any); and in all future goods that may be supplied by BMX (and their proceeds) pursuant to these Terms, to the extent that they are not paid for by the Customer, and in all products into which the goods are incorporated, processed or comingled (and their proceeds); (c) The Customer contracts out of and waives its rights under the following provisions of the PPSA, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.2. it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar to register and perfect its security interest in the Goods and its proceeds and, if requested by Krannich Solar, will not take possession of the Goods unless Krannich Solar has registered a financing statement designating a purchase money security interest over them; 10.3. not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s prior written consent, and will not create any security interest in the Goods, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods in favour of a third party without Krannich Solar’s prior written consent; 10.4. Krannich Solar may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods held by the Customer; 10.5. to the extent permitted by the PPSApermitted, sections 95, 96, 117, 118, 121(4), 125, 127, 129(2) and (3)129, 130, 132132(2), 132(3)(d), 132(4), 134(2) ), 135, 142 136(3)-(5), 137(2), 138, 142, 143 and 143 the right to receive any notice under the PPSA (including notice of a verification statement) unless the notice is required by the PPSA and cannot be excluded; (d) Until BMX receives payment for the Debts, the Customer must not give BMX a written demand or allow any other person to give BMX a written demand requiring BMX to register a financing change statement under the PPSA or enter into or allow any other person to enter into the register of personal property securities a financing change statement under the PPSA. (e) It has received value as at the date of first delivery of the goods and has not agreed to postpone the time for attachment of the Security Interest granted to BMX under these Terms; (f) The Customer irrevocably grants to BMX the right to enter upon the Customer’s property or premises, without notice, and without being in any way liable to the Customer or to any third party, if BMX has cause to exercise any of BMX’s rights under sections 123 or 128 of the PPSA, and the Customer agrees to indemnify BMX from any claims made by any third party as a result of BMX exercising such right; (g) Pursuant to section 275(6) of the PPSA, the Customer agrees it will not disclose to an interested person any of the matters described in section 275(1) of the PPSA do not apply to the obligations owed between Krannich Solar and the Customer in accordance with this Agreement and the Customer has no rights under themwithout prior written approval of BMX; and 10.6. to promptly notify Krannich Solar (h) if the Customer defaults in the performance of any changes obligation owed to BMX, BMX may enforce its Security Interest in writing any goods by exercising all or any of its right under these Terms, or the PPSA. 12.3 The Customer agrees that where BMX has rights in addition to those under part 4 of the Customer’s details set out in the Customer AccountPPSA, those rights will continue to apply.

PPSA. 8.1. If Krannich Solar Nexus determines, in its absolute discretion, that the PPSA applies to any transaction under this Agreement, the Customer agrees that: 10.1. (a) it grants a first ranking security interest and purchase money security interest in the Goods Hire Equipment and the proceeds arising in respect of any dealings in the Goods Hire Equipment for the purpose of the PPSA, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar Nexus (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.2. (b) it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar Nexus to register and perfect its security interest in the Goods Hire Equipment and its proceeds and, if requested by Krannich SolarNexus, will not take possession of the Goods Hire Equipment unless Krannich Solar Nexus has registered a financing statement designating a purchase money security interest over them; 10.3. (c) not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s Nexus’ prior written consent, and will not create any security interest in the GoodsHire Equipment, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods Hire Equipment in favour of a third party without Krannich Solar’s Nexus’ prior written consent; 10.4. Krannich Solar (d) Nexus may appropriate (or re-re- appropriate despite any prior appropriation) moneys received in respect of the Customer at in its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods Hire Equipment held by the Customer; 10.5. (e) to the extent permitted by the PPSA, sections 95, 96, 117, 118, 121(4), 125, 127, 129(2) and (3), 130, 132, 134(2) 135, 142 and 143 of the PPSA do not apply to the obligations owed between Krannich Solar Nexus and the Customer in accordance with this Agreement and the Customer has no rights under them; and 10.6. (f) to promptly notify Krannich Solar Nexus of any changes in writing of the Customer’s details set out in the Customer AccountCredit Application.

PPSA. If Krannich Solar determines8.1. This clause applies to the extent that this Agreement provides for a Security Interest for the purposes of the PPSA. 8.2. The rights of the CBBC under this Agreement are in addition to and not in substitution for the CBBC’s rights under other law (including PPSA) and the CBBC may choose whether to exercise rights under this Agreement, and/or under other law, as it sees fit. 8.3. The Member acknowledges that if the CBBC’s interest under this Agreement and any other related document(s), is a Security Interest for the purposes of the PPSA then that Security Interest relates to the Personal Property and all Proceeds of any kind and this Agreement and any Contract is a security agreement for the purposes of the PPSA. 8.4. The Member acknowledges that by this Agreement the Member: (a) creates and grants to the CBBC a Security Interest for the purposes of the PPSA, in the Vessel and in all equipment and other materials stored in the Space; (b) that the CBBC may register its absolute discretionSecurity Interest on the PPSA Register and that the Member shall do anything requested of it by the CBBC to enable the CBBC to do so and ensure its Security Interest is perfected and otherwise enforceable under the PPSA, with first priority; (c) warrants that it shall not create or allow to be created any other Security Interest in the Vessel or any of its inventory or otherwise part with possession of the Vessel or any of its inventory to any third party without the written consent of the CBBC; (d) that if Chapter 4 of the PPSA applies to any transaction under this Agreement, the Customer agrees that: 10.1. it grants a first ranking security interest and purchase money security interest in the Goods and the proceeds arising in respect of any dealings in the Goods for the purpose enforcement of the PPSASecurity Interest, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.2. it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar to register and perfect its security interest in the Goods and its proceeds and, if requested by Krannich Solar, will not take possession of the Goods unless Krannich Solar has registered a financing statement designating a purchase money security interest over them; 10.3. not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s prior written consent, and will not create any security interest in the Goods, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods in favour of a third party without Krannich Solar’s prior written consent; 10.4. Krannich Solar may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods held by the Customer; 10.5. to the maximum extent permitted by the PPSAlaw, sections 95, 96, 117, 118, 120, 121(4), 123, 125, 127126, 129(2) and (3)128, 129, 130, 132132(3), 134(2) 132(4), 134(1), 135, 142 and 143 of the PPSA do PPSA, will not apply to the obligations owed between Krannich Solar enforcement of that Security Interest and the Customer in accordance Member waives its right to receive any notice under the PPSA so far as is permitted at law. 8.5. In support of the CBBC’s rights under this Agreement, the Member charges its real and personal property with any amounts which are or may become owing to the CBBC under this Agreement from time to time and shall sign any security documents requested by the Customer has no CBBC to give effect to the charge hereby created and appoints the CBBC as its attorney to sign any documents for that purpose if the Member fails to do so within a reasonable time. with exercising any of its rights under them; and 10.6pursuant to this Agreement including any costs of sale of Vessel or legal costs on an indemnity basis. to promptly notify Krannich Solar of any changes in writing Any excess monies recovered by the CBBC on disposal of the Customer’s details set out in Vessel, after paying all monies owing by the Customer Account.Member to the CBBC and costs et cetera, will be returned to the Member, by posting to the last

PPSA. If Krannich Solar determines, in its absolute discretion, that the PPSA applies to any transaction under this Agreement, the Customer agrees that: 10.19.1. it grants a first ranking security interest and purchase money security interest in the Goods and the proceeds arising in respect of any dealings in the Goods for the purpose of the PPSA, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.29.2. it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar to register and perfect its security interest in the Goods and its proceeds and, if requested by Krannich Solar, will not take possession of the Goods unless Krannich Solar has registered a financing statement designating a purchase money security interest over them; 10.39.3. not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s prior written consent, and will not create any security interest in the Goods, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods in favour of a third party without Krannich Solar’s prior written consent; 10.49.4. Krannich Solar may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods held by the Customer; 10.59.5. to the extent permitted by the PPSA, sections 95, 96, 117, 118, 121(4), 125, 127, 129(2) and (3), 130, 132, 134(2) 135, 142 and 143 of the PPSA do not apply to the obligations owed between Krannich Solar and the Customer in accordance with this Agreement and the Customer has no rights under them; and 10.69.6. to promptly notify Krannich Solar of any changes in writing of the Customer’s details set out in the Customer Account.

PPSA. If Krannich Solar determines8.1. This clause applies to the extent that this Agreement provides for a Security Interest for the purposes of the PPSA. 8.2. The rights of the CBBC under this Agreement are in addition to and not in substitution for the CBBC’s rights under other law (including PPSA) and the CBBC may choose whether to exercise rights under this Agreement, and/or under other law, as it sees fit. 8.3. The Member acknowledges that if the CBBC’s interest under this Agreement and any other related document(s), is a Security Interest for the purposes of the PPSA then that Security Interest relates to the Personal Property and all Proceeds of any kind and this Agreement and any Contract is a security agreement for the purposes of the PPSA. 8.4. The Member acknowledges that by this Agreement the Member: (a) creates and grants to the CBBC a Security Interest for the purposes of the PPSA, in the Vessel and in all equipment and other materials stored in the Space; (b) that the CBBC may register its absolute discretionSecurity Interest on the PPSA Register and that the Member shall do anything requested of it by the CBBC to enable the CBBC to do so and ensure its Security Interest is perfected and otherwise enforceable under the PPSA, with first priority; (c) warrants that it shall not create or allow to be created any other Security Interest in the Vessel or any of its inventory or otherwise part with possession of the Vessel or any of its inventory to any third party without the written consent of the CBBC; (d) that if Chapter 4 of the PPSA applies to any transaction under this Agreement, the Customer agrees that: 10.1. it grants a first ranking security interest and purchase money security interest in the Goods and the proceeds arising in respect of any dealings in the Goods for the purpose enforcement of the PPSASecurity Interest, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreement; 10.2. it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar to register and perfect its security interest in the Goods and its proceeds and, if requested by Krannich Solar, will not take possession of the Goods unless Krannich Solar has registered a financing statement designating a purchase money security interest over them; 10.3. not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement without Krannich Solar’s prior written consent, and will not create any security interest in the Goods, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods in favour of a third party without Krannich Solar’s prior written consent; 10.4. Krannich Solar may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at its absolute discretion towards any part of the amounts owing in this Agreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods held by the Customer; 10.5. to the maximum extent permitted by the PPSAlaw, sections 95, 96, 117, 118, 120, 121(4), 123, 125, 127126, 129(2) and (3)128, 129, 130, 132132(3), 134(2) 132(4), 134(1), 135, 142 and 143 of the PPSA do PPSA, will not apply to the obligations owed between Krannich Solar enforcement of that Security Interest and the Customer in accordance Member waives its right to receive any notice under the PPSA so far as is permitted at law. 8.5. In support of the CBBC’s rights under this Agreement, the Member charges its real and personal property with any amounts which are or may become owing to the CBBC under this Agreement from time to time and shall sign any security documents requested by the Customer has no rights under them; and 10.6. CBBC to promptly notify Krannich Solar of give effect to the charge hereby created and appoints the CBBC as its attorney to sign any changes in writing of documents for that purpose if the Customer’s details set out in the Customer AccountMember fails to do so within a reasonable time.

PPSA. 8.1. If Krannich Solar Silver Memories determines, in its absolute discretion, that the PPSA applies to any transaction under this Agreementagreement, the Customer agrees thatwill: 10.1. it grants (a) grant a first ranking security interest and purchase money security interest in favour of Silver Memories in the Goods Broadcasting Equipment and the proceeds arising in respect of any dealings in the Goods Broadcasting Equipment for the purpose of the PPSA, as security for all amounts owing now or in the future, which is a continuing security despite any settlement of account or other matter or thing until a final discharge is given to Krannich Solar Silver Memories (where applicable), and that it waives the right to receive any verification statement relating to the security interest created in this Agreementagreement; 10.2. (b) it will do things necessary (such as obtaining consents and signing documents) to enable Krannich Solar Silver Memories to register and perfect its security interest in the Goods Broadcasting Equipment and its proceeds and, if requested by Krannich SolarSilver Memories, will not take possession of the Goods Broadcasting Equipment unless Krannich Solar Silver Memories has registered a financing statement designating a purchase money security interest over them;. 10.3. (c) not register a financing charge statement in the respect of security interest contemplated or constituted by this Agreement agreement without Krannich Solar’s Silver Memories’ prior written consent, consent and will not create any security interest in the GoodsBroadcasting Equipment, nor register or permit to be registered a financing statement or finance charge statement in relation to the Goods Broadcasting Equipment in favour of a third party without Krannich Solar’s Silver Memories’ prior written consent;. 10.4. Krannich Solar (d) Silver Memories may appropriate (or re-appropriate despite any prior appropriation) moneys received in respect of the Customer at in its absolute discretion towards any part of the amounts owing in this Agreementagreement, including in order to maximise the extent to which it can have recourse to its security interest in the Goods Broadcasting Equipment held by the Customer;. 10.5. (e) to the extent permitted by the PPSA, sections 95, 96, 117, 118, 121(4), 125, 127, 129(2) and (3), 130, 132, 134(2) 135, 142 and 143 of the PPSA do not apply to the obligations owed between Krannich Solar Silver Memories and the Customer in accordance with this Agreement agreement and the Customer has no rights under them; and 10.6. (f) to promptly notify Krannich Solar Silver Memories of any changes in writing of the Customer’s details set out in the Customer AccountSchedule.