Common use of Special Tooling Clause in Contracts

Special Tooling. Any and all jigs, dies, fixtures, molds, patterns, special gauges, special tapes, special test equipment, manufacturing aids, or other special equipment, or any replacements thereof, or any materials affixed or attached thereto (thereinafter called special tooling) at any time furnished to Seller or paid for by Purchaser or the cost of which or any charge or allowance to cover any depreciation and/or amortization thereof that is include din providing the price specified in this order, or paid for separately by Purchaser, of which is based upon any design or process confidential or proprietary to Purchaser, shall be and remain the sole property of Purchaser. Each item of special tooling shall be plainly marked or adequately identified by Seller as “Property of Sarica Manufacturing” and shall be safely stored apart from Seller’s property. Special tooling while in Seller’s custody, possession or control shall be kept in good condition and shall be replaced by Seller and Seller shall bear all risk of loss thereof and damage thereto, normal wear and tear excepted. Purchaser shall be entitled to sole and exclusive possession of any and all special tooling upon demand. IF and when Purchaser requests possession, Seller shall prepare such special tooling for shipment and shall deliver same to Purchaser at Purchaser’s expense, Seller shall not directly or indirectly use any special tooling paid for by Purchaser to or for the benefit of a third party whatever, nor will Seller ever permit the use of any such toolings so that it any way accrues to the benefit of any competitor or Purchaser or to the detriment of Purchaser in any way. Xxxxxx agrees not to mortgage, pledge, sell lease or otherwise encumber, dispose of or subject to lien or security interest any special tooling that is the subject of or covered by this order.

Special Tooling. Any and all jigs, dies, fixtures, molds, patterns, special gauges, special tapes, special test equipment, manufacturing aids, or other special equipment, or any replacements thereof, or any materials affixed or attached thereto (thereinafter called special tooling) at any time furnished to Seller or paid for by Purchaser or the cost of which or any charge or allowance to cover any depreciation and/or amortization thereof that is include din included in providing the price specified in this order, or paid for separately by Purchaser, of which is based upon any design or process confidential or proprietary to Purchaser, shall be and remain the sole property of Purchaser. Each item of special tooling shall be plainly marked or adequately identified by Seller as “Property of Sarica ManufacturingXxxxxxx Engineering Corporation” and shall be safely safety stored apart from Seller’s property. Special tooling while in Seller’s custody, possession or control shall be kept in good condition and shall be replaced by Seller and Seller shall bear all risk of loss thereof and damage thereto, normal wear and tear excepted. Purchaser shall be entitled to sole and exclusive possession of any and all special tooling upon demand. IF If and when Purchaser requests possession, Seller shall prepare such special tooling for shipment and shall deliver same to Purchaser at Purchaser’s expense, Seller shall not directly or indirectly use any special tooling paid for by Purchaser to or for the benefit of a third party whatever, nor will Seller ever permit the use of any such toolings tooling so that it any way accrues to the benefit of any competitor or Purchaser or to the detriment of Purchaser in any way. Xxxxxx Seller agrees not to mortgage, pledge, sell lease or otherwise encumber, dispose of or subject to a lien or security interest any special tooling that is the subject of or covered by this order.

Special Tooling. Any and all All dies, jigs, diesfixtures, fixturesdrawings, molds, patterns, special gaugestemplates, special tapesgages and the like that “The Company” provides to Seller or pays Seller (in whole or in part) to make or buy for use in performing this Order (collectively, special test equipment"Tooling") are the personal property of “The Company” or “The Company’s customers, manufacturing aidsas the case may be. “The Company” will not be obligated to pay for such Tooling, if applicable, until Seller has provided “The Company” with an itemized list and adequate cost records for the same and “The Company” has accepted the Tooling or the first run of Goods manufactured or assembled therewith. If Seller fails to provide adequate cost records, “The Company” will be not be obligated to pay more than the fair market value of the Tooling, regardless of the Tooling purchase price set out in the Order. While the Tooling is in its possession or custody, Seller will be responsible for any loss or damage to the Tooling and for all taxes, assessments, and similar charges levied with respect to or on it. Seller will label the Tooling in accordance with “The Company’s instructions to permit accurate identification and will segregate it from other tooling in Seller's possession to the extent practicable. At its own expense, Seller will repair and maintain the Tooling, keep it in good working condition, and replace it when necessary for any reason, including normal wear and tear. Seller will use the Tooling exclusively to produce Goods for “The Company” hereunder and for no other purpose. Upon expiration, cancellation, or termination of this Order, Seller will hold the Tooling and any operation sheets, process data, or other special equipmentinformation necessary to show its use, at no charge, pending receipt of “The Company’s instructions about its removal or any replacements thereofdisposition, or any materials affixed or attached thereto (thereinafter called special tooling) which will be at any time furnished to Seller or paid for by Purchaser or the cost of which or any charge or allowance to cover any depreciation and/or amortization thereof that is include din providing the price specified in this order, or paid for separately by Purchaser, of which is based upon any design or process confidential or proprietary to Purchaser, shall be and remain the sole property of Purchaser. Each item of special tooling shall be plainly marked or adequately identified by Seller as “Property of Sarica Manufacturing” and shall be safely stored apart from Seller’s property. Special tooling while in Seller’s custody, possession or control shall be kept in good condition and shall be replaced by Seller and Seller shall bear all risk of loss thereof and damage thereto, normal wear and tear excepted. Purchaser shall be entitled to sole and exclusive possession of any and all special tooling upon demand. IF and when Purchaser requests possession, Seller shall prepare such special tooling for shipment and shall deliver same to Purchaser at PurchaserThe Company’s expense. Seller hereby authorizes “The Company” and/or “The Company’s customer, Seller shall not directly or indirectly use any special tooling paid for by Purchaser as applicable, and its agents, on Seller's behalf and as its attorney-in-fact, to or for prepare, sign and file such Uniform Commercial Code financing statements and amendments thereto and similar documents as it deems necessary to evidence its ownership of the benefit of a third party whatever, nor will Seller ever permit the use of any such toolings so that it any way accrues to the benefit of any competitor or Purchaser or to the detriment of Purchaser in any way. Xxxxxx agrees not to mortgage, pledge, sell lease or otherwise encumber, dispose of or subject to lien or security interest any special tooling that is the subject of or covered by this orderTooling.

Special Tooling. Any Dies, tools and all jigspatterns specially developed for and used in the manufacture of the materials, dies, fixtures, molds, patterns, special gauges, special tapes, special test equipment, manufacturing aids, articles or other special equipment, or any replacements thereof, or any materials affixed or attached thereto (thereinafter called special tooling) at any time furnished to Seller or paid for by Purchaser or goods that are the cost subject of which or any charge or allowance to cover any depreciation and/or amortization thereof that is include din providing the price specified in this order, or paid for separately by Purchaser, of which is based upon any design or process confidential or proprietary to Purchaser, Order shall be furnished by and remain at the sole property expense of Purchaser. Each item of special tooling shall be plainly marked or adequately identified by Seller as “Property of Sarica Manufacturing” and shall be safely stored apart from Seller’s property. Special tooling while in Seller’s custody, possession or control shall be kept in good condition and and, when necessary, shall be replaced by Seller without expense to Buyer. Buyer may at any time become the owner and Seller shall bear all risk of loss thereof and damage thereto, normal wear and tear excepted. Purchaser shall be entitled to sole and exclusive possession of any and or all such special tooling acquired or manufactured specially for use in the performance of this Order if any portion of the cost of such special tooling is separately stated or included in the price of articles, goods, material or work covered by this Order upon demandSeller being reimbursed the unpaid amount of Seller’s cost of such special tooling. IF and when Purchaser requests possessionIf the price stated on the face of this Order includes separately the entire cost of any such dies, tools and/or patterns acquired by Seller for the purpose of filing this Order, such dies, tools and/or patterns shall become the property of the Buyer. To the extent feasible, Seller shall prepare such special tooling for shipment identify said property as Buyer directs and shall deliver same retain such property for exclusive use of Buyer. At completion of this Order, such tools, dies and/or patterns shall be stored for a reasonable time by Seller at no cost to Purchaser Buyer, and until disposed of as Buyer may direct. Notwithstanding any other provisions of these terms and conditions, upon prior written notice to Buyer and to the extent such use will not interfere with Seller’s performance of purchase orders with Buyer at Purchaser’s expensethe time, Seller shall not directly with the U.S. Government’s authorization(s), if applicable, may use on other contracts all material, engineering data or indirectly other technical or proprietary information, which the Government owns, or has the right to authorize use any special tooling paid for by Purchaser to or for the benefit of a third party whatever, nor will Seller ever permit the use of any such toolings so that it any way accrues to the benefit of any competitor or Purchaser or to the detriment of Purchaser in any way. Xxxxxx agrees not to mortgage, pledge, sell lease or otherwise encumber, dispose of or subject to lien or security interest any special tooling that is the subject of or covered by this orderthereof.

Special Tooling. Any and Special Tooling" means all special dies, jigs, diesfixtures, fixturesdrawings, molds, patterns, special gaugestemplates and gages acquired or manufactured by Seller under this Order for use in manufacturing or assembling Goods which are proprietary to Buyer, special tapesexcluding any standard or perishable tooling or gages. Special tooling separately itemized in this Order will be Buyer's property upon Buyer's full payment of the purchase price for same; provided, special test equipmenthowever, manufacturing aidsthat Buyer will have no payment obligation until it has accepted such tooling or the first run of Goods manufactured or assembled therewith. Seller will furnish Buyer with an itemized list of such tooling and will maintain adequate cost records for the same, which records will be available for review or other special equipmentaudit ----------- * This portion of the agreement has been omitted and filed with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 406 of Regulation C. by Buyer. If Seller fails to maintain such cost records, or any replacements thereof, or any materials affixed or attached thereto (thereinafter called Buyer will be obligated to pay Seller solely the fair market value of the special tooling) at any time furnished , regardless of the purchase price stated herein. Seller will be responsible for all loss or damage to Seller such tooling and for all taxes, assessments, and similar charges levied with respect to or paid for by Purchaser or the cost of which or any charge or allowance to cover any depreciation and/or amortization thereof that is include din providing the price specified in this order, or paid for separately by Purchaser, of which is based upon any design or process confidential or proprietary to Purchaser, shall be and remain the sole property of Purchaser. Each item of special tooling shall be plainly marked or adequately identified by Seller as “Property of Sarica Manufacturing” and shall be safely stored apart from Seller’s property. Special such tooling while in Seller’s custody's possession. Seller will xxxx and number such tooling with Buyer's name and the number of the part made therewith to permit accurate identification of same at all times and will segregate the same from other tooling in its possession to the extent feasible. Seller will repair, possession or control shall be kept maintain and keep such tooling in good working condition and shall be replaced by replace the same at its own expense as necessary. Seller will use such tooling exclusively for the production of Goods for Buyer and Seller shall bear all risk for no other use. Upon completion, cancellation, or termination of loss thereof and damage thereto, normal wear and tear excepted. Purchaser shall be entitled to sole and exclusive possession of any and all special tooling upon demand. IF and when Purchaser requests possessionthis Order, Seller shall prepare will hold such special tooling for shipment and shall deliver same any operation sheets or process data necessary to Purchaser at Purchaser’s expense, Seller shall not directly or indirectly use any special tooling paid for by Purchaser to or for the benefit of a third party whatever, nor will Seller ever permit show the use of any such toolings so that it any way accrues thereof, at no charge, pending Buyer's instructions with respect to the benefit of any competitor removal or Purchaser or to the detriment of Purchaser in any way. Xxxxxx agrees not to mortgage, pledge, sell lease or otherwise encumber, dispose of or subject to lien or security interest any special tooling that is the subject of or covered by this orderdisposition at Buyer's expense.