Retention of Title Sample Clauses

Retention of Title. Supplied Goods shall remain Seller’s property until fulfillment by Customer of its payment obligations as described above. As such: (a) If Goods are processed combined, and/or mixed by Customer with other goods belonging to him, then Xxxxxx has the entire ownership on the new goods. If Goods are processed, combined, and/or mixed by Customer with other goods belonging to other suppliers, then Seller has a joint ownership right in the whole value of the new goods with such suppliers. In such case, Seller’s ownership shall be calculated on the basis of the ratio of the invoiced value of the Goods to the invoiced value of all goods, which were used for manufacturing the new goods. (b) As long as Customer is not in default and provided that it reserves its property rights, Customer is exclusively entitled to resell Goods in the ordinary course of business. Use of Goods for executing service contracts and contracts for work, labour and material is herein regarded as a resale. (c) Customer’s receivables arising out of the resale of Goods are already assigned, for security purposes, exclusively to Seller. Customer is entitled to collect the receivables from reselling, unless Xxxxxx withdraws the direct debit authorization in case of any doubt about Customer’s solvency and/or financial credibility or if Customer is in arrears on any of its payments. In the event Xxxxxx withdraws the direct debit authorization, Customer is obliged (i) to inform its clients immediately about the assignment to Seller and that Seller is the owner of Goods, (ii) and to give Seller all information and documents necessary in order to establish and confirm Seller’s rights with respect to third parties. Customer shall be obligated to inform Seller without delay about any garnishment and/or any other actions adversely affecting the Goods undertaken by third parties. If the value of the existing security interests obtained by Customer for the benefit of Seller exceeds in total more than 20 % the total invoiced amount of the contractual debt of Customer, Seller is obliged, upon Customer’s request, to release Goods selected by Seller. (d) Customer shall have the sole liability for, and shall bear all risks and costs associated with the unloading, correct handling and suitable storage of Goods and/or the new goods as described in Article 6 a) above. Moreover, Customer undertakes (i) to take a general liability all risks insurance policy, at its own cost, including coverage as to the deterioratio...

Retention of Title. ‌ 9.1. The ownership of Goods shall remain the sole and absolute ownership of Supplier until such time as Purchaser has paid in full to Supplier the agreed price for the delivered Goods, as well as any interest, collection costs, or other amounts due with respect to such Goods.‌ 9.2. If applicable law does not permit the enforcement of a reservation of ownership by Supplier as stipulated in Section 9.1, Purchaser shall warrant that Supplier has rights that have the same or similar effect as the agreed retention of ownership, to the fullest extent possible under the applicable law. 9.3. Until Purchaser becomes the full and unconditional owner of the Goods in accordance with Section 9.1: (a) Purchaser shall store the Goods separately from his own goods or the goods of any other person and shall identify these as the property of Supplier and preserve all labels, identifying marks and stock records identifying them as the property of Supplier;‌ (b) Purchaser shall, to the satisfaction of Supplier, adequately insure the Goods against loss, theft and damage;‌ (c) Supplier shall have absolute authority to retake, sell or otherwise dispose of, all or part of the Goods in which title remains vested in Supplier, without Purchaser being released from the Agreement as a result thereof; (d) for the purpose specified in Section 9.3(c) above, Supplier or any of its agents or authorized representatives shall be entitled to enter any premises of Purchaser in which the Goods are stored or kept, or are reasonably believed to be so during business hours without notice;‌ (e) Purchaser irrevocably consents to fully cooperate with Supplier and enable Supplier to exercise its rights under Sections 9.3(c) and 9.3(d) in all practical aspects, in particular by taking all commercially reasonable actions requested by Supplier that are necessary or useful to give Supplier free access to the Goods and to allow the transportation of the Goods; and (f) Purchaser shall not, without Supplier’s prior written consent, assign, pledge, lease or otherwise dispose of any product or enter into any agreement by which the Goods are subjected to any security right or right to surrender the Goods.

Retention of Title. 1. Notwithstanding the other provisions in these Sales Conditions, XXXXX shall retain ownership and title to the Products delivered to the Purchaser by XXXXX until the Purchaser has made full and final payment of all amounts (including interest, costs and penalties) that it owes to XXXXX under all Agreements entered into between XXXXX and the Purchaser, including all joint obligations and all claims by XXXXX based on default on the part of the Purchaser with regard to these Agreements. Nevertheless, the Purchaser may, in the ordinary course of its business, process or, in the event the Purchaser is a distributor of XXXXX, sell these Products owned by XXXXX. 2. The Purchaser shall at its own expense obtain adequate insurance coverage for the Products owned by XXXXX. This coverage shall be for loss, theft and any other risks for which insurance is ordinarily obtained in the country in which the Purchaser has its headquarters/ storage warehouse. At the first request of XXXXX Purchaser will present XXXXX a copy of the insurance policy as well as proof of payment. 3. Where the laws of the country or countries for which the Products are intended, to which the Products are sent, or in which the Purchaser is situated do not acknowledge retention of title in this way or set specific requirements for the validity or vesting of this right, in whole or in part, the Purchaser shall inform XXXXX thereof in full before the delivery of the Products. The Purchaser shall, at XXXXX’x first request, co-operate in satisfying these requirements or - at XXXXX’x sole discretion and on behalf of XXXXX, - vest in the Products (whether delivered yet or not) a security right that shall be similar in effect to retention of title and that shall be effective against third parties. By entering into an Agreement the Purchaser grants XXXXX irrevocable authority to take any measures necessary to effect the above. 4. As long as any Products are subject to retention of title or the Purchaser is subject to any other obligation to vest or to arrange for the vesting of a similar security right on the Products pursuant to the provisions in article 11(3) of the Sales Conditions, the Purchaser shall not grant a pledge on the Products delivered by XXXXX or encumber them in any way.

Retention of Title a. The Work remains the Seller's property until the Buyer has paid for it and discharged all other debts owing to the Seller. b. If the Buyer becomes subject to Insolvency and the Work has not been paid for in full the Seller may take the goods back and, if necessary, enter the Buyer's premises to do so, or to inspect and/or label the goods so as to identify them clearly. c. If the Buyer shall sell the goods before they have been paid for in full he shall hold the proceeds of sale on trust for the Seller in a separate account until any sum owing to the Seller has been discharged from such proceeds. d. Where the Buyer is in breach of these Terms or performs any act of Bankruptcy or Insolvency the Seller reserves the right to approach the Buyer's customer and to offer the Work directly to them, notwithstanding the fact that this will involve advising the Buyer’s customer that the Buyer is in breach or in default.

Retention of Title a. Property in all the Goods supplied shall remain vested in the Company and shall not pass to the Customer until all monies owing to the Company by the Customer together with all collection, repossession and/or legal costs incurred, have been paid in full. b. The Goods, whether as separate chattels or as components, shall be stored in such a manner as to be clearly identifiable as the property of the Company until title has passed to the Customer. c. The Company may demand at any time until title has passed to the Customer that the Customer returns the Goods or any part of them. d. In the event that the Customer defaults in the payment of any monies owing to the Company, the Company and its employees or agents shall have the right to enter without notice upon the Customer's premises or any other premises where the Goods are known to be stored to repossess the Goods and for this purpose the Customer shall grant reasonable access rights and the Company, its employees or agents shall be entitled to do all things required to secure repossession.

Retention of Title. 7.1 All delivered goods shall remain our property (goods sold subject to retention of title) until all receivables out of this contractual relationship, on whatever legal grounds, have been fully paid up. 7.2 In case of processing, combining or mixing of goods sub- ject to retention of title with goods of Customer, we shall be entitled to co-ownership of the new property inasmuch as the invoiced value of goods sold with retention of title relates to the value of the other involved goods. Where our co-ownership becomes null and void due to pro- cessing, combining or mixing with other goods, Customer undertakes to assign to us those of his rights of owner- ship in the new property or compound matter which corre- spond to the amount of the value of goods subject to re- tention of our title and undertake necessary steps to se- cure our rights (e.g. label the goods with our property rights). Customer shall also be responsible for holding such rights in safe custody on our behalf and at his own expense. We shall be entitled to review and undertake - where necessary - such steps ourselves. Any rights to co- ownership created as a result of such processing, com- bining or mixing shall be subject to section 7.1 of these Terms and Conditions. 7.3 Customer may resell, process, combine or mix with other property, or otherwise integrate goods under retention of title in normal business operations, as long as Customer is not defaulting. Customer shall be prohibited from taking any other disposition regarding goods for which we retain title. We shall be promptly notified about any hypotheca- tion or other seizure of goods under retention of title through a third party. All intervention costs will be charged to Customer if and to the extent that they cannot be col- lected from such third party. If Customer grants his buyer additional time for payment of the sales price, Customer shall reserve title in goods resold with retention of our title under the same terms which we have applied when deliv- ering such goods with retention of title. Customer shall be prohibited from any other kind of resale. 7.4 Customer undertakes to immediately assign to us any re- ceivables resulting from a resale of goods initially sold with retention of our title as soon as such receivables ex- ist and to undertake necessary steps to secure such rights (notification of debtor or book entries). We shall be entitled to notify the debtor ourselves. Such receivables will be used to substitute the goo...

Retention of Title. The Goods shall remain the property of the Seller until paid for in full, to the extent that such retention of title is legally valid.

Retention of Title. Lessor shall and hereby does retain full legal title to and beneficial ownership of each Unit for all purposes (including for all tax purposes) notwithstanding the delivery to and possession and use of such Unit by Lessee hereunder or any Sublessee under any sublease permitted hereby.

Retention of Title. Title in the Products delivered will remain vested in AkzoNobel until the purchase price has been paid in full (retention of title). Pending payment Buyer will hold the unused Products in trust for AkzoNobel. Except for in a case of default Buyer may sell the Products in the ordinary course of its business. Buyer hereby assigns all claims in connection with the resale of the Products to AkzoNobel (extended retention of title). Buyer is entitled to collect these claims on behalf of AkzoNobel, unless being in default. If the Products delivered are processed, AkzoNobel shall be considered the manufacturer of the newly produced goods and shall directly acquire sole title to the newly produced goods. If the processing involves the use of other materials not supplied by AkzoNobel, AkzoNobel shall directly acquire joint title to the newly produced goods in the proportion of the invoice value of the Products delivered by AkzoNobel to the invoice value (or, if the invoice value cannot be determined to the market value) of such other materials. If the Products delivered by AkzoNobel are combined or blended with material owned by Buyer, which has to be considered the main material, Buyer shall transfer to AkzoNobel joint title to the newly produced goods in the proportion of the invoice value of the Products delivered by AkzoNobel to the invoice value (or, if the invoice value cannot be determined to the market value) of the main material. Buyer holds in custody for AkzoNobel any sole or joint ownership in the Products and the newly produced goods as set forth above at no expense for AkzoNobel and will insure those goods against defects or loss. Buyer hereby assigns all rights deriving from this insurance coverage to AkzoNobel. AkzoNobel hereby accepts this assignment. If Buyer is in default, AkzoNobel is entitled to retreat from the sale and to take back the Products or to claim from Buyer the cedation of the right of trover against any third party. Should a security right obtained in connection with these Terms and Conditions exceed AkzoNobel’s claims by more than 15 %, AkzoNobel hereby waives such security right to the extent it exceeds it own claims by more than this degree.

Retention of Title a. starlim-xxxxxxx reserves the ownership on all its delivered Goods until complete payment including interests and costs has been effected, even if the Goods are sold, amended, processed or fixed to the Purchaser’s property. b. The Purchaser shall assign to starlim-xxxxxxx – and starlim-xxxxxxx accepts this assignment – any and all further claims and rights arising from the resale of the Goods against the Purchaser or a third party, irrespective of whether the Goods to which title has been retained are resold without or after further processing or conversion. Until full payment for the Goods, the Purchaser has to apply a notation in his books or on the invoices and inform the debtors about this assignment. Starlim- xxxxxxx shall be entitled to demand hand-over of all necessary documents necessary for enforcing the assigned claims. c. Until full payment for all of starlim-xxxxxxx’x claims, the Purchaser shall not be entitled to assign the Goods or to burden them with any debts. In case of distraint, the Purchaser shall be obliged to inform of starlim-xxxxxxx’x retention of title and to advise starlim-xxxxxxx without delay. d. starlim-xxxxxxx shall be entitled to demand immediate restitution of the delivered but not fully paid Goods, if the Purchaser does not fulfill his payment-obligations on time and fully, or if insolvency proceedings over the Purchaser’s assets are opened or filed. The same shall apply in case of rejection of a respective application due to lack of funds, if the Purchaser suspends his payments or if he tries to achieve an extrajudicial compensation with its creditors. Any return shall only be deemed a rescission from the contract subject to our express confirmation. starlim-xxxxxxx reserves the right to claim damages from nonperformance. The buyer shall bear all costs and expenses arising.