PROPERTY IN GOODS Sample Clauses

PROPERTY IN GOODS a) The property in the Goods shall remain in the Company until such time as the Company has been paid in full for the Goods (in accordance with Section C, Condition 3) and until all other outstanding accounts due from the Customer to the Company have been paid in full. b) Whilst the Goods are being stored awaiting sale or further processing or where they have been processed but remain identifiable and capable of severance the Customer shall label or distinguish them or shall maintain records in such manner as the Goods can be identified as having been supplied by the Company. c) If the Customer shall default in making due payments or (i) if an administrative receiver or administrator is appointed over any of the assets or undertaking of the Customer or (ii) if a liquidator is appointed or (iii) if a winding‐up order is made against the Customer or (iv) if the Customer goes into voluntary liquidation or calls a meeting of or makes an arrangement or composition with creditors or (v) upon the commencement of any act or proceedings in which the Customers insolvency or (vi) if distress or execution is threatened or levied on the Goods (all in accordance with Section C, Condition 6), the Company shall be entitled without prior notice to enter upon any premises of the Customer (or of a third party holding the Goods on its behalf) to repossess and remove or at the Company's election to label mark or list the Goods.
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PROPERTY IN GOODS. 7.1 Property in the Goods does not pass from Revolution Roofing to the Customer until payment in full for the Goods and all monies owing by the Customer to Revolution Roofing on any account whatsoever has been made in accordance with these terms and conditions. 7.2 The Customer is responsible for the Goods until title passes to the Customer or the Goods are repossessed and the Customer may be liable to Revolution Roofing for any loss or damage to the Goods. Until payment has been made in full and property passes in accordance with 7.1.
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PROPERTY IN GOODS. The goods shall remain the property of The Company until paid for in full by subscriber and the Initial term is completed.
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PROPERTY IN GOODS. The goods shall remain the property of Nexus until paid for in full by subscriber and the minimum term is completed.
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PROPERTY IN GOODS. (a) Q water shall retain full title in the goods until the purchaser has paid Q water the purchase price and all other amounts owing under this contract in full. (b) Where the goods have been delivered to the purchaser and the purchase price has not been fully paid, then the purchaser must: (i) Hold the goods as agent for Q water. (ii) Receive any monies received from any on-sale of the goods to a third party on trust for Q water. (iii) Keep the goods and any monies received from any on-sale of the goods to a third party separate and clearly identifiable. (iv) Promptly pay to Q water any monies received from any on-sale of any goods, and such payment shall be a deduction from the purchase price. (v) Where the contract is terminated without payment being made in full of the purchase price and any other money due under this agreement, return all goods to Q water or allow Q water reasonable access to the purchaser's premise to enable the goods to be recovered by Q water or its representative. (c) Where any goods have been on-sold by the purchaser to a third party before the purchase price is fully paid, then the purchaser must, if required by Q water, assign all rights to any claims it may have against such third parties to recover any unpaid amounts in respect of the goods on-sold. (d) Where for whatever reason the goods become mixed with other goods then title to such goods shall be assigned to Q water until full payment of the purchase price is received and the rights of Q water under this contract shall apply to such other goods. (e) Notwithstanding any other provision in this contract, where the purchaser has failed to pay the purchase price by the payment date or any other date approved in writing by Q water, then Q water shall be entitled to re-take possession of the goods from the purchaser in accordance with clause 5, notwithstanding the retention of title by Q water in clause 4.
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PROPERTY IN GOODS. 16.1 The Company shall remain the sole and absolute owner of the Goods until the price for the Goods has been received in full by the Company. Subject to the provisions of the PPSA Act, the Company is be entitled, in addition to the right conferred by clause 16.2(b), to retake possession of all Goods in the possession of the Customer which have been supplied by the Customer sufficient to clear any outstanding indebtedness by the Customer to the Company under these Terms. As such, the Company shall not be required to distinguish between Goods which have been paid for and Goods which have not been paid for. 16.2 Subject to the provisions of the PPSA Act, until the Company has received payment in full in respect of the Goods it has supplied to the Customer, the Customer: a) shall be the bailee of the Goods and store the Goods at its premises separately from its own goods and items or those of any other person and store them in a manner enabling the Goods to be readily identifiable as Goods of the Company; b) grants the Company an irrevocable licence to enter the Customer’s premises to retrieve the Goods; c) shall not sell or dispose of any of the Goods or any interest in the Goods without the prior written consent of the Company; and d) shall not sell or grant any other security interest in the collateral. 16.3 If the Company consents in writing to the sale or disposal of the Goods, or if any sale or disposal of the Goods is made in breach of clause 16.2 and notwithstanding such breach, the Customer: a) must inform any person to whom it proposes to sell or dispose of the Goods and any interest in the Goods (Acquirer) of the Company’s interest; b) must ensure that the terms of the sale or disposal of Goods to the Acquirer includes a term which is identical in substance to this clause 16; c) must notwithstanding that the payment of the price for the Goods would not otherwise have been due by the Customer, pay in full the price for the Goods to the Company as soon as it receives the payment from the Acquirer; d) must hold all its rights against the Acquirer on trust for the Company and, to the extent necessary to discharge all debts owing to the Company in respect of the supply of Goods or other Goods only, any proceeds it receives; e) must at the Company’s request, assign its claims against the Acquirer and agrees irrevocably to appoint the Company and each of its officers as its attorney to give effect to and complete that assignment; f) agrees that the Compan...
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PROPERTY IN GOODS. The goods shall remain the property of HBT until paid for in full by subscriber and the minimum term is completed.
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PROPERTY IN GOODS. Property in goods does not pass to the Purchaser until: a. The Purchaser has paid the Purchase Price of the goods in full and there is no Purchaser’s Debt in relation to the goods outstanding to the Seller; or b. The goods are sold in accordance with clause 10(a).
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PROPERTY IN GOODS. 8.1. The legal and equitable title to and property in Goods will not pass to the Customer until payment in full has been made by the Customer to the Company for all Goods delivered to the Customer by the Company. Until payment has been made in full and property passes in accordance with 8.1 8.2. The Customer shall hold all Goods as bailee and as fiduciary of the Company and shall securely store same separately from the Customers other goods so as to clearly identify the Goods as the Company’s. 8.3. The Customer is authorised to sell the Goods but shall hold the book debt and the proceeds of sale on trust for the Company and shall account to the Company for any overdue amount from the proceeds thereof, and the Customer, acknowledges that the Company may collect the book debt arising from such sale as the Company remains the beneficial owner of the book debt at all times. 8.4. The Customer’s right to possession of the Goods shall cease if the Customer: 8.4.1. fails to make payments of any outstanding amount due to the Company; 8.4.2. commits an act of bankruptcy or is declared insolvent or the Customer does or omits to do anything which entitles the Customer or any person to appoint an external administrator pursuant to any Part of Chapter 5 of the Corporation Law; or 8.4.3. enters into some arrangement or assignment for the benefit of creditors; The Company shall be entitled to require the Customer to return all unpaid Goods failing which the Company is irrevocably authorised to enter the Customer’s premises to repossess the Goods without notice.
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Related to PROPERTY IN GOODS

  • Property and Equipment The buildings, plants, structures located at the Plant Property and the Equipment are all owned by the CCC Company free and clear of all Liens (except Permitted Liens) and are structurally sound, are in good operating condition and repair, subject to normal wear and tear, and are adequate for the uses to which they are being put, and none of such buildings, plants, structures, personal property or Equipment is in need of maintenance or repairs except for ordinary, routine maintenance and repairs that are not material in nature or cost.

  • Property Use The Property shall be used only for industrial, warehouse and office purposes, and for no other use without the prior written consent of Lender, which consent may be withheld in Lender's sole and absolute discretion.

  • Property Inventory and Protection of Assets Grantee will; 1. maintain an inventory of equipment, supplies defined as controlled assets, and property described in this Contract and submit to the assigned contract manager, upon request. 2. maintain, repair, and protect assets under this Contract to assure their full availability and usefulness. 3. if Grantee is indemnified, reimbursed, or otherwise compensated for any loss of, destruction of, or damage to the assets provided or obtained under this Contract, use the proceeds to repair or replace those assets.

  • Real Property Interests (a) The Owner has provided, or upon execution of this Agreement shall promptly provide to the Developer, documentation acceptable to the Department indicating any right, title or interest in real property claimed by the Owner with respect to the Owner Utilities in their existing location(s). Such claims are subject to the Department’s approval as part of its review of the Utility Assembly as described in Paragraph 2. Claims approved by the Department as to rights or interests are referred to herein as “Existing Interests”. (b) If acquisition of any new easement or other interest in real property (“New Interest”) is necessary for the Adjustment of any Owner Utilities, then the Owner shall be responsible for undertaking such acquisition. The Owner shall implement each acquisition hereunder expeditiously so that related Adjustment construction can proceed in accordance with the Developer’s Project schedules. The Developer shall be responsible for the actual and reasonable acquisition costs of any such New Interest (including without limitation the Owner’s reasonable overhead charges and legal costs as well as compensation paid to the landowner), excluding any costs attributable to Betterment as described in Paragraph 16(c), and subject to the provisions of Paragraph 16(e); provided, however, that all acquisition costs shall be subject to the Developer’s prior written approval. Eligible acquisition costs shall be segregated from other costs on the Owner's estimates and invoices. Any such New Interest shall have a written valuation and shall be acquired in accordance with applicable law. (c) A New Interest shall be substantially equivalent (e.g., in width and type) to the Existing Interest being replaced, unless a New Interest exceeding such standard (i) is required in order to accommodate the Project or by compliance with applicable law, or (ii) is called for by the Developer in the interest of overall Project economy. Any New Interest that does not meet the requirements of the preceding sentence shall be considered a Betterment to the extent that it upgrades the Existing Interest which it replaces, or in its entirety if the related Owner Utility was not installed pursuant to an Existing Interest. Betterment costs shall be solely the Owner’s responsibility. (d) For each Existing Interest located within the final Project right of way, upon completion of the related Adjustment work and its acceptance by the Owner, the Owner agrees to execute a quitclaim deed or other appropriate documentation relinquishing such Existing Interest to the Department, unless the affected Owner Utility is remaining in its original location or is being reinstalled in a new location within the area subject to such Existing Interest. All quitclaim deeds or other relinquishment documents shall be subject to the Department's approval as part of its review of the Utility Assembly as described in Paragraph 2. For each such Existing Interest relinquished by the Owner, the Developer shall do one of the following to compensate the Owner for such Existing Interest, as appropriate: (i) If the Owner acquires a New Interest for the affected Owner Utility, the Developer shall reimburse the Owner for its actual and reasonable acquisition costs in accordance with Paragraph 16(b); or (ii) If the Owner does not acquire a New Interest for the affected Owner Utility, the Developer shall compensate the Owner for the fair market value of such relinquished Existing Interest, as mutually agreed between the Owner and the Developer and supported by a written valuation. The compensation provided to the Owner pursuant to either subparagraph (i) or subparagraph (ii) above shall constitute complete compensation to the Owner for the relinquished Existing Interest, and no further compensation shall be due to the Owner from either the Developer or the Department on account of such Existing Interest. (e) The Owner shall execute a Utility Joint Use Acknowledgment (TxDOT-U-80A) for each Adjusted Owner Utility where required pursuant to TxDOT policies. All Utility Joint Use Acknowledgments shall be subject to TxDOT approval as part of its review of the Utility Assembly as described in Paragraph 2.

  • Title; Real Property (a) Each of the Borrower and its Subsidiaries has valid and indefeasible title to, or valid leasehold interests in, all of its material properties and assets (including Real Property) and good title to, or valid leasehold interests in, all material personal property, in each case that is purported to be owned or leased by it, including those reflected on the most recent financial statements delivered by the Borrower hereunder, and none of such properties and assets is subject to any Lien, except Liens permitted under Section 7.02. The Borrower and its Subsidiaries have received all deeds, assignments, waivers, consents, non-disturbance and recognition or similar agreements, bills of sale and other documents, and have duly effected all recordings, filings and other actions necessary to establish, protect and perfect the Borrower’s and its Subsidiaries’ right, title and interest in and to all such property, other than those that would not reasonably be expected to result in a Material Adverse Effect. (b) Set forth on Schedule 5.19(b) is a complete and accurate list, as of the Closing Date, of all (i) owned Real Property located in the United States with a reasonably estimated Fair Market Value in excess of $3,000,000 showing, as of the Closing Date, the street address, county (or other relevant jurisdiction or state) and the record owner thereof and (ii) leased Real Property located in the United States with annual lease payments in excess of $1,000,000 showing, as of the Closing Date, the street address and county (or other relevant jurisdiction or state) thereof. (c) No portion of any Real Property has suffered any material damage by fire or other casualty loss that has not heretofore been completely repaired and restored to its original condition other than those that would not reasonably be expected to have a Material Adverse Effect. As of the Closing Date, no portion of any Mortgaged Property is located in a special flood hazard area as designated by any federal Governmental Authority other than those for which flood insurance has been provided in accordance with Section 4.02(a)(iii). (d) Except as would not reasonably be expected to have a Material Adverse Effect, (i) each Loan Party has obtained and holds all Permits required in respect of all Real Property and for any other property otherwise operated by or on behalf of, or for the benefit of, such person and for the operation of each of its businesses as presently conducted and as proposed to be conducted, (ii) all such Permits are in full force and effect, and each Loan Party has performed and observed all requirements of such Permits, (iii) no event has occurred that allows or results in, or after notice or lapse of time would allow or result in, revocation or termination by the issuer thereof or in any other impairment of the rights of the holder of any such Permit, (iv) no such Permits contain any restrictions, either individually or in the aggregate, that are materially burdensome to any Loan Party, or to the operation of any of its businesses or any property owned, leased or otherwise operated by such person, (v) each Loan Party reasonably believes that each of its Permits will be timely renewed and complied with, without material expense, and that any additional Permits that may be required of such Person will be timely obtained and complied with, without material expense and (vi) the Borrower has no knowledge or reason to believe that any Governmental Authority is considering limiting, suspending, revoking or renewing on materially burdensome terms any such Permit. (e) None of the Borrower or any of its Subsidiaries has received any notice, or has any knowledge, of any pending, threatened or contemplated condemnation proceeding affecting any Real Property or any part thereof, except those that would not reasonably be expected to have a Material Adverse Effect. (f) Each of the Loan Parties, and, to the knowledge of the Borrower, each other party thereto, has complied with all obligations under all leases of Real Property to which it is a party other than those the failure with which to comply would not reasonably be expected to have a Material Adverse Effect and all such leases are legal, valid, binding and in full force and effect and are enforceable in accordance with their terms other than those the failure of which to so comply with the foregoing would not reasonably be expected to have a Material Adverse Effect. No landlord Lien has been filed, and, to the knowledge of the Borrower, no claim is being asserted, with respect to any lease payment under any lease of Real Property other than those that would not reasonably be expected to have a Material Adverse Effect. (g) There are no pending or, to the knowledge of the Borrower, proposed special or other assessments for public improvements or otherwise affecting any material portion of the owned Real Property, nor are there any contemplated improvements to such owned Real Property that may result in such special or other assessments, other than those that would not reasonably be expected to have a Material Adverse Effect.

  • Exclusive Property The Executive confirms that all protected information is and shall remain the exclusive property of the Company Group. All business records, papers and documents kept or made by the Executive relating to the business of the Company shall be and remain the property of the Company Group.

  • Defense of Title to Collateral Each Borrower shall at all times defend its title to Collateral and Agent’s Liens therein against all Persons, claims and demands whatsoever, except Permitted Liens.

  • Real Estate Assets In order to create in favor of Global Agent, for the benefit of Lenders, a valid and, subject to any filing and/or recording referred to herein, perfected First Priority security interest in certain Real Estate Assets, Global Agent shall have received from Company and each applicable Guarantor: (i) fully executed and notarized Mortgages, in proper form for recording in all appropriate places in all applicable jurisdictions, encumbering each Real Estate Asset listed in Schedule 3.1(i)(i) (each, a "Closing Date Mortgaged Property"); (ii) an opinion of counsel (which counsel shall be reasonably satisfactory to Syndication Agent and Global Agent) in each state in which a Closing Date Mortgaged Property is located with respect to the enforceability of the form(s) of Mortgages to be recorded in such state and such other matters as Syndication Agent and Global Agent may reasonably request, in each case in form and substance reasonably satisfactory to Syndication Agent and Global Agent; (iii) in the case of each Leasehold Property that is a Closing Date Mortgaged Property, (1) a Landlord Consent and Estoppel and (2) evidence that such Leasehold Property is a Recorded Leasehold Interest; (iv) ALTA mortgagee title insurance policies or unconditional commitments therefor issued by a title company with respect to each Closing Date Mortgaged Property, together with a title report issued by a title company with respect thereto, dated not more than thirty (30) days prior to the Closing Date and copies of all recorded documents listed as exceptions to title or otherwise referred to therein, each in form and substance reasonably satisfactory to Syndication Agent and Global Agent; (v) evidence of flood insurance with respect to each Flood Hazard Property that is located in a community that participates in the National Flood Insurance Program, in each case in compliance with any applicable regulations of the Board of Governors of the Federal Reserve System, in form and substance reasonably satisfactory to Syndication Agent and Global Agent; and (vi) ALTA surveys of all Closing Date Mortgaged Properties which are not Leasehold Properties, certified to Global Agent and dated not more than thirty (30) days prior to the Closing Date.

  • Real Property; Title to Assets (a) Section 3.14(a) of the Company Disclosure Schedule sets forth a true and complete list of all real property owned by the Company or any of the Company Subsidiaries (collectively, the “Owned Real Property”). Except as would not have a Company Material Adverse Effect, the Company or a Subsidiary of the Company has good and valid fee title to each Owned Real Property, in each case free and clear of all Liens and defects in title, except for Permitted Liens. Neither the Company nor its Subsidiaries has granted, or is obligated under, any option, right of first offer, right of first refusal or similar contractual right to sell or dispose of the Owned Real Property or any portion thereof or interest therein. Neither the Company nor its Subsidiaries have leased or otherwise granted to any person the right to use or occupy any of the Owned Real Property or any portion thereof. (b) No member of the Company Group leases any real property, and no member of the Company Group is a party to any Contract to lease any real property or interest therein. (c) Except as would not have a Company Material Adverse Effect, (i) the Company Group has valid and subsisting ownership interests in all of the tangible personal property reflected in the Latest Balance Sheet as being owned by the Company Group or acquired after the date thereof (except tangible personal properties sold or otherwise disposed of since the date thereof in the ordinary course of business), free and clear of all Liens, other than Permitted Liens, and (ii) such tangible personal property is in good operating condition and repair (normal wear and tear excepted) and is adequate and suitable for the operation of the business of the Company Group, as currently conducted.

  • Access to Property, Property’s Management, Property Lender, and Property Tenants Potential Investor agrees to not seek to gain access to any non-public areas of the Property or communicate with Property’s management employees, the holder of any financing encumbering the Property, the Property’s tenants, and the Owner’s partners in the ownership of the Property, without the prior consent of Owner or JLL, which consent may be withheld in the Owner’s sole discretion.

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