Common use of RISK AND TITLE Clause in Contracts

RISK AND TITLE. 7.1 Risk in the Equipment will pass to the Customer from the time of delivery to the Customer. 7.2 Title or licence to use the Equipment shall pass to the Customer on the later of completion of delivery of the Equipment or when Cavendish Communications has received in full, cleared funds, all sums due to it in respect of the Equipment and all other sums which are or will become due to Cavendish Communications from the Customer on any account. 7.3 Until ownership or licence of the Equipment has passed to the Customer, the Customer shall: 7.3.1 hold the Equipment on a fiduciary basis as Cavendish Communications’ bailee; 7.3.2 store the Equipment (at no cost to Cavendish Communications) separately from all other Equipment of the Customer or third party in such a way that they remain readily identifiable as Cavendish Communications’ property; 7.3.3 not destroy, deface or obscure any identifying mark or packaging on or relating to the Equipment; and 7.3.4 maintain the Equipment in satisfactory condition and keep it insured on Cavendish Communications’ behalf for its full price against all risks to the reasonable satisfaction of Cavendish Communications. On request the Customer shall produce the policy of insurance to Cavendish Communications. 7.4 The Customer's right to possession of the Equipment shall terminate immediately if: 7.4.1 the Customer has a bankruptcy order made against him or makes an arrangement or composition with his creditors, or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (being a body corporate) convenes a meeting of creditors (whether formal or informal), or enters into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or manager, administrator or administrative receiver appointed of its undertaking or any part thereof, or documents are filed with the court for the appointment of an administrator of the Customer or notice of intention to appoint an administrator is given by the Customer or its directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a resolution is passed or a petition presented to any court for the winding up of the Customer or for the granting of an administration order in respect of the Customer, or any proceedings are commenced relating to the insolvency or possible insolvency of the Customer; or 7.4.2 the Customer suffers or allows any execution, whether legal or equitable, to be levied on his property or obtained against him/it, or fails to observe or perform any of his obligations under the Agreement or any other contract between Cavendish Communications and the Customer, or is unable to pay his within the meaning of s.123 of the Insolvency Act 1986 or the Customer ceases to trade; or 7.4.3 the Customer encumbers or in any way charges any of the Equipment. 7.5 Cavendish Communications shall be entitled to recover payment for the Equipment notwithstanding that ownership of the Equipment has not passed from Cavendish Communications. 7.6 Until payment for the Equipment is received in full, the Customer shall not be entitled to in any way charge by way of security for any indebtedness any of the Equipment.