PPSA. (a) This clause applies to the extent that our interest under this Agreement is a ‘security interest’ for the purposes of the PPS Law (Security Interest). (b) We may register any actual impending or likely Security Interest. You may not make a claim or demand against us for any loss or liability action of any kind in respect of any registration, even if it is determined that we should not have made a registration . You must do anything (such as obtaining consents and signing documents) which we require for the purposes of ensuring that our Security Interest is enforceable, perfected, first in priority and otherwise effective under the PPS Law. (c) Our rights under this Agreement are in addition to and not in substitution for our rights under other law (including the PPS Law) and we may choose whether to exercise rights under this Agreement, and/or under such other law, as we see fit. (d) to the extent that Chapter 4 of the PPS Law applies to any Security Interest under this Agreement, you agree to waive any period of, or right to notice that, would otherwise apply under Chapter 4 in your favour in respect of enforcement by us. (e) In addition to any rights under Chapter 4 you agree that we shall, if there is a default by you, have the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licence. (f) You waive your rights to receive a verification statement in relation to registration events in respect of commercial property under section 157 of the PPS Law. This waiver also extends to any verification statement in respect of Security Interests arising or provided for under the security documents prior to the date of this Agreement. (g) We and you agree not to disclose information of the kind that can be requested under section 275(1) of the PPS Law. You must do everything necessary on your part to ensure that section 275(6)(a) of the PPS Law continues to apply. This sub-clause is made solely for the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages or any other compensation for breach of this sub-clause. (h) You must not dispose or purport to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us and must be expressed to be subject to our rights under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld in our absolute discretion) (i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity of the sub-hirer, the terms of and state of accounts and payment under the Sub-hire and the location and condition of the Equipment (j) You must take all steps (including registration under PPS Law) as may be required by us; (i) to ensure that any Security Interest arising under or in respect of the Sub-hire is enforceable, perfected and otherwise effective under the PPS Law; (ii) enabling you to gain (subject always to our rights) first priority (or any other priority agreed to by us in writing) for the Security Interest; and (iii) enabling us and you to exercise our respective rights in connection with the Security Interest. (k) to assure performance of your obligations under this clause, you hereby give us an irrevocable power of attorney to do anything we consider necessary to protect our interest in the Equipment. We may recover from you the cost of doing anything under this clause, including registration fees
Appears in 2 contracts
Samples: Rental Agreement, Rental Agreement
PPSA. (a) This clause applies In this clause, collateral, financing statement, financing change statement, security agreement, and security interest have the meaning given to them by the extent that our interest under this Agreement is a ‘security interest’ for the purposes of the PPS Law (Security InterestCth) (PPSA).
(b) We may register any actual impending or likely Security Interest. You may not make Upon assenting to this Agreement you acknowledge and agree that this Agreement constitutes a claim or demand against us for any loss or liability action of any kind in respect of any registration, even if it is determined that we should not have made a registration . You must do anything (such as obtaining consents and signing documents) which we require security agreement for the purposes of ensuring the PPSA and creates a security interest in all of your personal property (tangible or intangible) that you have an interest in at the time of assent, as well as property (tangible or intangible) acquired by you after the assent is made to secure the payment of our Security Interest is enforceable, perfected, first in priority and otherwise effective fees or any other amount owing under the PPS Lawthis Agreement from time to time.
(c) Our rights We may register the security interest on the Personal Property Securities Register (PPSR) under this Agreement are in addition to and not in substitution for our rights under other law (including the PPS Law) and we may choose whether to exercise rights under this Agreement, and/or under such other law, as we see fitPPSA.
(d) to the extent You agree that Chapter 4 in accordance with section 125(3) of the PPS Law applies PPSA, we may delay disposing or taking action to any Security Interest under this Agreement, you agree to waive any period of, retain the whole or right to notice that, would otherwise apply under Chapter 4 in your favour in respect part of enforcement by usthe collateral beyond the reasonable period.
(e) In addition to any rights under Chapter 4 you You agree that we shallin accordance with section 275 of the PPSA, if there neither party is a default by yourequired to provide interested persons with information relating to our security interest, have unless required under the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licencegeneral law.
(f) You agree and undertake:
(i) to sign any documents and/or provide further information reasonably required by us to register any financing statement or financing change statement on the PPSR;
(ii) to indemnify us for all expenses and/or costs incurred by us in registering any financing statement or financing change statement on the PPSR including the costs of amending, maintaining, releasing, and enforcing any security interest in the collateral;
(iii) not to register and/or make a demand to alter a financing statement in the collateral without our prior written consent;
(iv) to provide us with 7 days’ Written Notice of any change or proposed change to your name (including company name if applicable), address, contact details, or other changes in your details as registered on the PPSR;
(v) in accordance with section 115 of the PPSA, to contract out of enforcement provisions relating to collateral not used predominantly for personal, domestic, or household purposes;
(vi) in accordance with sections 142 and 143 of the PPSA, to waive your rights as a grantor and/or debtor;
(vii) in accordance with section 144 of the PPSA, to waive any rights to receive notices under sections 95, 118, 121, 130, 132 or 135 of the PPSA; and
(viii) in accordance with section 157 of the PPSA, to waive any rights to receive a verification statement in relation to registration events in respect of commercial property under section 157 of the PPS Law. This waiver also extends to any verification statement in respect of Security Interests arising or provided for under the security documents prior to the date of this Agreementstatement.
(g) We and you agree not to disclose information of the kind that can be requested under section 275(1) of the PPS Law. You must do everything necessary on your part to ensure that section 275(6)(a) of the PPS Law continues to apply. This sub-clause is made solely for the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages or any other compensation for breach of this sub-clause.
(h) You must not dispose or purport to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us and must be expressed to be subject to our rights under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld in our absolute discretion)
(i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity of the sub-hirer, the terms of and state of accounts and payment under the Sub-hire and the location and condition of the Equipment
(j) You must take all steps (including registration under PPS Law) as may be required by us;
(i) to ensure that any Security Interest arising under or in respect of the Sub-hire is enforceable, perfected and otherwise effective under the PPS Law;
(ii) enabling you to gain (subject always to our rights) first priority (or any other priority agreed to by us in writing) for the Security Interest; and
(iii) enabling us and you to exercise our respective rights in connection with the Security Interest.
(k) to assure performance of your obligations under this clause, you hereby give us an irrevocable power of attorney to do anything we consider necessary to protect our interest in the Equipment. We may recover from you the cost of doing anything under this clause, including registration fees
Appears in 2 contracts
Samples: Service Agreement, Service Agreement
PPSA. 25.1 Where You are entitled to payment of any part of the Contract Price prior to delivery of the Goods, You:
(a) This clause applies must before that payment is made, provide to the extent that our interest under this Agreement is Principal security for such payment in the form of an unconditional financial undertaking from a ‘security interest’ financial institution approved by the Principal for the purposes amount of the PPS Law (Security Interest).such payment; and
(b) We on submission of a tax invoice to the Principal, grant a security interest over the Goods in favour of the Principal to secure the performance by You of Your obligations under this Contract (whether past, present or future) and the payment of any Claim by the Principal against You in connection with this Contract.
25.2 You must not take any steps to injunct or otherwise prevent the issuer of any financial undertaking issued in accordance with this clause from paying the Principal pursuant to the undertaking or the Principal in taking any steps to obtain or receive payment under the undertaking. A financial undertaking issued in accordance with this clause must be released within 5 Business Days after delivery of the relevant Goods to the Delivery Point, provided that You agree that, where there exists any dispute in relation to an underlying Claim providing the Principal with a right to receive payment under the financial undertaking, the Principal will receive and keep for its own purposes the proceeds received under the financial undertaking pending the determination of the dispute.
25.3 You acknowledge that the Principal may register any actual impending or likely Security Interest. You may not make a claim or demand against us for any loss or liability action of any kind financing statement in respect of any registration, even if it is determined that we should not have made a registration . relation to the Principal's security interest and You must do anything (such as obtaining consents including producing any document, supplying information and signing documentsexecuting any document) which we require the Principal requests for the purposes of ensuring that our Security Interest the Principal's security interest is enforceable, perfected, first in priority perfected and otherwise effective under effective, enabling the PPS Law.
(c) Our rights under this Agreement are in addition Principal to apply for any registration or to give any notification, and not in substitution for our rights under other law (including enabling the PPS Law) and we may choose whether Principal to exercise rights under this Agreement, and/or under such other law, as we see fit.
(d) to the extent that Chapter 4 of the PPS Law applies to any Security Interest under this Agreement, you agree to waive any period of, or right to notice that, would otherwise apply under Chapter 4 in your favour in respect of enforcement by us.
(e) In addition to any rights under Chapter 4 you agree that we shall, if there is a default by you, have in connection with the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licence.
(f) Principal's security interest. You waive your Your rights to receive a verification statement in relation to registration events in respect of commercial property any notice under section 157 of the PPS LawAct. This waiver also extends to any verification statement in respect of Security Interests arising or provided for under You and the security documents prior to the date of this Agreement.
(g) We and you Principal agree not to disclose information of the kind that can be requested under mentioned in section 275(1) of the PPS LawAct (unless required by sections 275(7)(b) to (e)) and You agree not to authorise the disclosure under section 275(7)(c) or to request information under section 275(7)(d) without the Principal's approval. You must do everything necessary on your part to ensure To the extent that it is not inconsistent with this clause constituting a "confidentiality agreement" for the purposes of section 275(6)(a) of the PPS Law continues Act, the Principal agrees that You may disclose information of the kind mentioned in section 275(1) of the PPS Act to the extent that You are not doing so in response to a request made by an "interested person" (as defined in section 275(9) of the PPS Act) pursuant to section 275(1) of the PPS Act.
25.4 If You default in the timely performance of Your obligations, the Principal may, without prejudice to any other enforcement right, enter immediately onto Your premises and take possession of any Goods. The Principal may, in its absolute discretion, retain, use or sell any Goods it repossesses. The Principal and You agree that sections 125, 129(2), 129(3), 134(2) and 137 of the PPS Act does not apply. This sub-clause is made solely for does not limit the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages Principal's rights or any Your obligations under other compensation for breach provisions of this sub-clauseContract. Terms used in this clause 25 which are defined in the PPS Act have the meaning given in that Act.
(h) 25.5 The Principal and You must acknowledge and agree that it is not dispose or purport intended that the Principal grant a security interest to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us and must be expressed to be subject to our rights under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld in our absolute discretion)
(i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity of the sub-hirer, the terms of and state of accounts and payment under the Sub-hire and the location and condition of the Equipment
(j) You must take all steps (including registration under PPS Law) as may be required by us;
(i) to ensure that any Security Interest arising under or in respect of the Sub-hire is enforceable, perfected and otherwise effective under the PPS Law;
(ii) enabling you to gain (subject always to our rights) first priority (or any other priority agreed to by us in writing) for the Security Interest; and
(iii) enabling us and you to exercise our respective rights in connection with the Security Interest.
(k) to assure performance of your obligations under Goods or otherwise in connection with this clause, you hereby give us an irrevocable power of attorney to do anything we consider necessary to protect our Contract. In the event a security interest in the Equipment. We may recover from you the cost of doing anything under this clauseYour favour arises, including registration feesor is alleged to arise, You agree that You must not register a financing statement in connection with such security interest.
Appears in 1 contract
Samples: Supply of Goods Agreement
PPSA. (a) This clause applies 9.1 Upon assenting to the extent these terms and conditions in writing you acknowledge and agree that our interest under this Agreement is these terms and conditions constitute a ‘security interest’ agreement for the purposes of the PPS Law PPSA and creates a security interest in all system that have previously been supplied and that will be supplied in the future by us to you.
9.2 You undertake to:
(Security Interesta) promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which we may reasonably require to;
(i) register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
(ii) register any other document required to be registered by the PPSA; or
(iii) correct a defect in a statement referred to in clause 9.2(a)(i) or 9.2(a)(ii).;
(b) We may register any actual impending or likely Security Interest. You may not make a claim or indemnify, and upon demand against reimburse, us for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any loss or liability action of any kind in respect of any registration, even if it is determined that we should not have made a registration . You must do anything (such as obtaining consents and signing documents) which we require for the purposes of ensuring that our Security Interest is enforceable, perfected, first in priority and otherwise effective under the PPS Law.System charged thereby;
(c) Our rights under this Agreement are not register a financing change statement in addition to and not in substitution for our rights under other law (including respect of a security interest without the PPS Law) and we may choose whether to exercise rights under this Agreement, and/or under such other law, as we see fit.prior written consent of us;
(d) not register, or permit to be registered, a financing statement or a financing change statement in relation to the extent that Chapter 4 System in favour of a third party without the PPS Law applies to any Security Interest under this Agreement, you agree to waive any period of, or right to notice that, would otherwise apply under Chapter 4 in your favour in respect prior written consent of enforcement by us.;
(e) In addition to immediately advise us of any rights under Chapter 4 you material change in its business practices of selling the System which would result in a change in the nature of proceeds derived from such sales.
9.3 You agree that we shallsections 96, if there is a default 115 and 125 of the PPSA do not apply to the security agreement created by you, have the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional these terms and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licenceconditions.
(f) 9.4 You waive your rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
9.5 You waive your rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
9.6 Unless otherwise agreed to in writing by us, you waive your right to receive a verification statement in relation to registration events in respect of commercial property under accordance with section 157 of the PPS Law. This waiver also extends PPSA.
9.7 You must unconditionally ratify any actions taken by us under clauses 9.2 to 9.6.
9.8 Subject to any verification statement in respect of Security Interests arising or provided for under the security documents prior express provisions to the date contrary nothing in these terms and conditions is intended to have the effect of this Agreement.
(g) We and you agree not to disclose information contracting out of any of the kind that can be requested under section 275(1) provisions of the PPS Law. You must do everything necessary on your part to ensure that section 275(6)(a) of the PPS Law continues to apply. This sub-clause is made solely for the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages or any other compensation for breach of this sub-clausePPSA.
(h) You must not dispose or purport to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us and must be expressed to be subject to our rights under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld in our absolute discretion)
(i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity of the sub-hirer, the terms of and state of accounts and payment under the Sub-hire and the location and condition of the Equipment
(j) You must take all steps (including registration under PPS Law) as may be required by us;
(i) to ensure that any Security Interest arising under or in respect of the Sub-hire is enforceable, perfected and otherwise effective under the PPS Law;
(ii) enabling you to gain (subject always to our rights) first priority (or any other priority agreed to by us in writing) for the Security Interest; and
(iii) enabling us and you to exercise our respective rights in connection with the Security Interest.
(k) to assure performance of your obligations under this clause, you hereby give us an irrevocable power of attorney to do anything we consider necessary to protect our interest in the Equipment. We may recover from you the cost of doing anything under this clause, including registration fees
Appears in 1 contract
PPSA. (a) This clause applies to the extent that our You grant Us a security interest under this Agreement is a ‘security interest’ for the purposes of the PPS Law (Security Interest).
(b) We may register any actual impending or likely Security Interest. You may not make a claim or demand against us for any loss or liability action of any kind in respect of all Goods leased by Us to You or Items acquired by You with the proceeds of finance provided by Us to You under the terms of this Agreement and all proceeds of such Goods and Items as security for payment of any registration, even if it is determined that we should not have made a registration amounts owing by You to Us from time to time and for the performance by You of all of Your other obligations to Us from time to time. You must agree to do anything (We reasonably require to ensure that Our security interests remain perfected and current at all times, and that the maximum priority is obtained and maintained for them. In particular, You shall not change your name, unless You have provided us with no less than 10 business days’ prior written notice of any intended change and, in any event, shall not make any such as obtaining consents and signing documents) which we require for change until all necessary filings are made to ensure the purposes of ensuring that our Security Interest is enforceable, Our security interests remain perfected, first in priority and otherwise effective under the PPS Law.
(c) Our rights under this Agreement are in addition to and not in substitution for our rights under other law (including the PPS Law) and we may choose whether to exercise rights under this Agreement, and/or under such other law, as we see fit.
(d) to the extent that Chapter 4 of the PPS Law applies to any Security Interest under this Agreement, you agree to . You waive any period of, or right to notice that, would otherwise apply under Chapter 4 in your favour in respect of enforcement by us.
(e) In addition to any rights under Chapter 4 you agree that we shall, if there is a default by you, have the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licence.
(f) You waive your rights to receive a copy of the verification statement in relation confirming registration of a financing statement or financing change statement relating to registration events in respect of commercial property under section 157 of the PPS Law. This waiver also extends to any verification statement in respect of Security Interests arising or provided for under the security documents prior to the date of this Agreement.
(g) We and you agree not to disclose information of the kind that can be requested under section 275(1) of the PPS Law. You must do everything necessary on your part to ensure that section 275(6)(a) of the PPS Law continues to apply. This sub-clause is made solely for the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages or any other compensation for breach of this sub-clause.
(h) You must not dispose or purport to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us and must be expressed to be subject to our rights interests under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld agree that nothing in our absolute discretionsections 114(1)(a)
(i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity , 133 and 134 of the sub-hirerPPSA shall apply to this Agreement, or the terms of security under this Agreement, and state of accounts waive your rights under sections 120(2), 121, 125, 129 and payment under the Sub-hire and the location and condition 131 of the Equipment
(j) PPSA. We may allocate amounts received from You must take in any manner We determine, including any manner required to preserve any purchase money security interest We have in any Goods or Items. You agree to reimburse Us for all steps (including registration under PPS Law) as may be required costs and/or expenses incurred or payable by us;
(i) Us in relation to ensure that registering, maintaining or releasing any Security Interest arising under or financing statement in respect of any security interest under this Agreement. You will be in default in relation to all Goods or Items if any Goods or Items are at risk. At any time after a default occurs, We may (whether or not We have exercised any other right) appoint any person to be a receiver of all or any of the Sub-hire is enforceableGoods or Items. In addition to, perfected and otherwise effective without limiting or affecting any other powers and authorities conferred on a receiver (whether under the PPS Law;
(ii) enabling you to gain (subject always to our rights) first priority (Receiverships Act 1993 or any other priority agreed to by us in writing) for at law or otherwise), a receiver has the Security Interest; and
(iii) enabling us and you to exercise our respective rights in connection with the Security Interest.
(k) to assure performance of your obligations under this clause, you hereby give us an irrevocable power of attorney to do anything we consider necessary all things in relation to protect our interest the Goods or Items as if the receiver has absolute ownership of the Goods or Items. The terms “at risk”, “default”, “lease”, “perfected”, “proceeds”, “purchase money security interest”, “rights” and “security interests” have the respective meanings given to them under, or in the Equipment. We may recover from you context of, the cost of doing anything under this clause, including registration feesPPSA.
Appears in 1 contract
PPSA. (a) This clause applies to the extent that our interest under In this Agreement is a ‘clause, collateral, financing statement, financing change statement, security agreement, security interest’ for , and commingled goods have the purposes of meaning given to them by the PPS Law Personal Properties Securities Xxx 0000 (Security InterestCth) (PPSA).
(b) We may register any actual impending or likely Security Interest. You may not make Upon assenting to these Terms you acknowledge and agree that this Agreement constitutes a claim or demand against us for any loss or liability action of any kind in respect of any registration, even if it is determined that we should not have made a registration . You must do anything (such as obtaining consents and signing documents) which we require security agreement for the purposes of ensuring the PPSA and creates a security interest in all Goods that our Security Interest have previously been supplied and that will be supplied in the future by us to you and in all of your personal property (tangible or intangible) that you have an interest in at the time of assent as well as property (tangible or intangible) acquired by you after the assent is enforceable, perfected, first in priority and otherwise effective made to secure the payment of the Price or any other amount owing under the PPS Lawthis Agreement from time to time.
(c) Our rights under You acknowledge that by accepting this Agreement are and by virtue of the retention of title clause as provided for in addition to clause 5.5, the security interest is a purchase money security interest (PMSI) as defined under Section 14 of the PPSA for all present and not in substitution for our rights under other law (after acquired Goods including the PPS Law) and we may choose whether to exercise rights under this Agreement, and/or under such other law, as we see fitany commingled goods.
(d) The security interest will continue to apply as an interest in the extent that Chapter 4 collateral for the purposes of the PPS Law applies to any Security Interest under this Agreement, you agree to waive any period of, PPSA with priority over registered or right to notice that, would otherwise apply under Chapter 4 in your favour in respect of enforcement by usunregistered security interest.
(e) In addition We may register the security interest on the Personal Property Securities Register (PPSR) under the PPSA without providing further notice to any rights under Chapter 4 you agree that we shall, if there is a default by you, have the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licence.
(f) You waive your rights to receive a verification statement agree that in relation to registration events in respect of commercial property under accordance with section 157 125(3) of the PPS Law. This waiver also extends PPSA, we may delay disposing or taking action to any verification statement in respect of Security Interests arising retain the whole or provided for under part the security documents prior to collateral beyond the date of this Agreementreasonable period.
(g) We and you You agree not to disclose information that in accordance with section 275 of the kind that can be requested PPSA, neither party is required to provide interested persons with information relating to our security interest, unless required under section 275(1) of the PPS Law. You must do everything necessary on your part to ensure that section 275(6)(a) of the PPS Law continues to apply. This sub-clause is made solely for the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages or any other compensation for breach of this sub-clausegeneral law.
(h) You must not dispose or purport to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us agree and must be expressed to be subject to our rights under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld in our absolute discretion)
(i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity of the sub-hirer, the terms of and state of accounts and payment under the Sub-hire and the location and condition of the Equipment
(j) You must take all steps (including registration under PPS Law) as may be required by us;undertake:
(i) to ensure that sign any Security Interest arising under documents and/or provide further information reasonably required by us to register any financing statement or in respect of financing change statement on the Sub-hire is enforceable, perfected and otherwise effective under the PPS LawPPSR;
(ii) enabling you to gain (subject always to our rights) first priority (or any other priority agreed to indemnify us for all expenses and/or costs incurred by us in writingregistering any financing statement or financing change statement on the PPSR including the costs of amending, maintaining, releasing, and enforcing any security interest in the Goods;
(iii) not to register and/or make a demand to alter a financing statement in the collateral without our prior written consent;
(iv) to provide us with 7 days’ Written Notice of any change or proposed change to your company name, address, contact details, or other changes in your details as registered on the PPSR;
(v) in accordance with section 115 of the PPSA, to waive any rights of enforcement for collateral not used predominantly for personal, domestic, or household purposes;
(vi) in accordance with sections 142 and 143 of the Security InterestPPSA, to waive your rights as a grantor and/or debtor;
(vii) in accordance with section 144 of the PPSA, to waive any rights to receive notices under sections 95, 118, 121, 130, 132 or 135 of the PPSA; and
(iiiviii) enabling us and you in accordance with section 157 of the PPSA, to exercise our respective waive any rights in connection with the Security Interestto receive a verification statement.
(k) to assure performance of your obligations under this clause, you hereby give us an irrevocable power of attorney to do anything we consider necessary to protect our interest in the Equipment. We may recover from you the cost of doing anything under this clause, including registration fees
Appears in 1 contract
Samples: Terms and Conditions
PPSA. (a) This clause applies to the extent that our interest under this Agreement is a ‘security interest’ for the purposes of the PPS Law (Security Interest).10.1 You:
(bi) acknowledge that We may register any actual or impending or likely Security Interest. You may not make a claim or demand against us for any loss or liability action of any kind PMSI under the PPSA in respect of all Equipment; and
(ii) consent to Us registering our PMSI under the PPSA and will do all things reasonably necessary to assist Us to register Our security interest.
10.2 We are responsible for:
(i) the preparation and registration of the financing statement or financing change statement; and
(ii) payment of any fees associated with the registration, even if it is determined that we should not have made a and You waive the right to receive from Us verification of the registration . pursuant to section 157(3)(b) of the PPSA.
10.3 You must do anything (such as obtaining consents and signing documents) which we We require for the purposes of of:
(a) ensuring that our Security Interest is enforceable, perfected, first in priority and otherwise effective under the PPS Law.
(c) Our rights under this Agreement are in addition to and not in substitution for our rights under other law (including the PPS Law) and we may choose whether to exercise rights under this Agreement, and/or under such other law, as we see fit.
(d) to the extent that Chapter 4 of the PPS Law applies to any Security Interest under this Agreement, you agree to waive any period of, or right to notice that, would otherwise apply under Chapter 4 in your favour in respect of enforcement by us.
(e) In addition to any rights under Chapter 4 you agree that we shall, if there is a default by you, have the right to seize purchase, take possession or apparent possession, retain, deal with or dispose of any goods, not only under Chapter 4 but also, as additional and independent rights, under this Agreement and you agree that we may do so in any manner we see fit, including (in respect of dealing and disposal) by private or public sale, lease or licence.
(f) You waive your rights to receive a verification statement in relation to registration events in respect of commercial property under section 157 of the PPS Law. This waiver also extends to any verification statement in respect of Security Interests arising or provided for under the security documents prior to the date of this Agreement.
(g) We and you agree not to disclose information of the kind that can be requested under section 275(1) of the PPS Law. You must do everything necessary on your part to ensure that section 275(6)(a) of the PPS Law continues to apply. This sub-clause is made solely for the purpose of allowing to us, the benefit of section 275(6)(a) and we shall not be liable to pay damages or any other compensation for breach of this sub-clause.
(h) You must not dispose or purport to dispose of, or create or purport to create or permit to be created any Security Interest in the Equipment other than with our written consent. You must not lease, hire, bail or give possession (Sub-hire) the Equipment to anyone else unless we (in our absolute discretion) first consent in writing. If we do consent any such Sub-hire must be in writing in a form acceptable to us and must be expressed to be subject to our rights under this Agreement. You may not vary a Sub-hire without our prior written consent (which may be withheld in our absolute discretion)
(i) You must ensure that we are provided at all times with up-to-date information about the Sub-hire including the identity of the sub-hirer, the terms of and state of accounts and payment under the Sub-hire and the location and condition of the Equipment
(j) You must take all steps (including registration under PPS Law) as may be required by us;
(i) to ensure that any Security Interest arising under or in respect of the Sub-hire interest is enforceable, perfected and otherwise effective under the PPS LawPPSA;
(iib) enabling you Us to gain (subject always to our rights) first priority (or any other priority agreed to by us Us in writing) for the Security Interestits security interest; and
(iiic) enabling us and you Us to exercise our respective rights in connection with the Security Interestsecurity interest.
(k) to assure performance of your obligations 10.4 Our rights under this clausedocument are in addition to and not in substitution for Our rights under other law (including the PPSA) and We may choose whether to exercise rights under this document, you hereby give us an irrevocable power and/or under such other law, as We sees fit. For the avoidance of attorney doubt, our security interest will attach to proceeds.
10.5 If We do anything we consider necessary to protect our not have a registration under the PPSA ensuring a perfected first priority security interest in the Equipment. We , the Hire Period, (including any extension of the Hire Period or the aggregate of consecutive Hire Periods during which You have substantially uninterrupted possession) may recover from you not despite anything else in this document or any Hire Schedule be longer than 2 years.
10.6 If You sub‐hire the cost of doing anything Equipment to Your agent, contractor subcontractor or any third party (“Sub‐hire”) and the Sub‐hire is a security interest under the PPSA, You agree that You will protect Our interests in the Equipment by:
(a) registering a security interest itself; or
(b) assigning, by this clause, including registration feesto Us all rights as xxxxxx, to enforce against an agent, contractor or subcontractor.
10.7 You have an obligation to give Us notice if another party with a security interest in the Equipment seizes or otherwise deals with Our PMSI in the Equipment.
10.8 If You grant any security interest in the Equipment to another party, that other party must acknowledge the priority of Our PMSI.
10.9 The parties agree that neither party is required to give notice to the other under the PPSA unless the obligation to give the notice cannot be excluded.
Appears in 1 contract
Samples: Hire Agreement