TITLE AND SECURITY. 9.1 Ownership and title in the Goods, or any proceeds from on-sale of the Goods, shall not pass to the Customer until the Customer has paid the Company in full for the Works and all other sums due to the Company by the Customer on any account whatsoever in accordance with this agreement.
9.2 If the Company supplies Goods without first obtaining payment in full for the same, then the Customer acknowledges and agrees that the Company shall be entitled at the cost in all respects of the Customer to register on the Personal Property Securities Register any security interest that the Company possesses in respect of all Goods supplied and the proceeds of on-sale of such Goods and the Customer acknowledges that the Company’s security interest survives until the Customer pays in full all sums due to the Company under this agreement.
9.3 The Customer acknowledges and agrees that until payment in full has been made to the Company for all of the Goods supplied:
(a) The Company possesses a Purchase Money Security Interest (as that term is defined in the PPSA) in the Goods; and
(b) If the Customer on-sells the Goods prior to payment to the Company, the Customer will pay the proceeds derived from that on-sale into a separate account for the benefit and as trustee for the Company so that those proceeds remain identifiable in connection with that on-sale and the Goods.
9.4 If at any time the Company has sufficient cause to exercise its rights under section 109 of the PPSA, the Customer irrevocably grants the Company the right and licence to enter upon the Location and/or any premises where the Goods are located to remove and repossess the Goods, without notice and without liability whatsoever to the Customer, or to any person or company claiming through the Customer.
9.5 The Customer covenants to assist and co-operate with the Company by completing any documentation and/or providing any information as may be required by the Company in order for the Company to achieve and perfect its desired security position under the PPSA and the Customer waives any right to receive a verification statement in respect of any financing statement or financing change statement relating to the security interest under the PPSA.
9.6 Nothing in sections 114(1)(a), 117(1), 133 and 134 of the PPSA shall apply to this agreement nor shall the Customer’s rights as a debtor in sections 116, 119, 120(2), 121, 125-127, 129 and 132 of the PPSA apply to this agreement. The Customer agrees that any rights...
TITLE AND SECURITY. (a) The Intermediary represents on the date on which it sends a Payment Demand that it has good title to the Covered SME Transaction to which such Payment Demand relates and that such Covered SME Transaction is free and clear of any Security on such date.
(b) The Intermediary undertakes on any date on which it sends a Payment Demand and at all times thereafter until the expiry of the Guarantee that, unless otherwise permitted in writing by the Guarantor, it shall not create nor permit to subsist any Security over any Covered SME Transaction to which a Payment Demand relates.
TITLE AND SECURITY. 22.1 Title in and to each Vessel as it is constructed shall progressively vest and, once vested shall in all events remain in the Owner, not the Builder, provided that Owner is current in its payment obligations. Title to all Materials and equipment or other items furnished by Builder shall vest in Owner when the same is either (a) actually installed or incorporated in the Work, or (b) delivered to the yard or other locations and identified with the Vessel or marked by Builder or Owner’s Representative as pertaining to the Vessel prior to incorporation into the Work, whichever occurs sooner. Without regard to the provisions of this Article 23.1, the Builder shall be subject to the risk of loss of each Vessel and its Materials and the Work until each completed Vessel is delivered to and accepted by the Owner as provided in this Agreement. Owner’s title to the Vessels, the Materials and the Work is subject to a possessory lien in favor of Builder to the extent, if any, that Builder has not been paid.
22.2 If, notwithstanding the express provision of Article 23.1 or otherwise of this Agreement, any Vessel or any of the property to which Owner holds title as described in this Article, is for any reason deemed by any court of competent jurisdiction not to be the property of, and owned by, the Owner, the Builder, to the extent it has any interest therein, alternatively hereby grants a first priority security interest in such Vessel(s) and all of such property in favor of the Owner. The security interest granted hereby in the alternative shall secure all of Builder’s Contract No. 1420110868 45 November 14, 2011 Initials XXXXXXXX OFFSHORE SERVICES, LLC CONFIDENTIAL obligations to the Owner under this Agreement. The Owner shall have the right to file without any further consent or signature of the Builder one or more UCC-1 Financing Statements against the Builder covering any or all of the Vessels and any or all of such property. In such Financing Statement(s) Owner shall be entitled to give notice of its ownership of the Vessel(s) and other property, and in the alternative, its security interest therein.
22.3 Immediately upon any property described in this Article becoming or being deemed the property of the Owner under the provisions of this Article, the Builder shall conspicuously xxxx or cause to be marked on the bow of each Vessel, and also on all such other property or its packaging, the Builder’s Hull Numbers for each Vessel, and without prejudice to the Own...
TITLE AND SECURITY. The Security Agent shall be entitled to accept without enquiry, requisition or objection such right and title as the relevant Security Provider may have to any of the property or assets which is the subject matter of any of the Security and shall not be bound or concerned to investigate or make any enquiry into the right or title of any Security Provider to such property or assets or, without prejudice to the foregoing, to require any Security Provider to remedy any defect in such right or title.
TITLE AND SECURITY. (i) The Seller holds good and marketable title to the Trust Certificates, the Membership Interest and in the Funding Note free and clear of all Liens other than Liens granted under the Omnibus Credit Agreement that shall be released on or prior to the Closing Date. The Funding Note Issuer holds good and marketable title to the Financed Student Loans free and clear of all Liens other than the security interest of the Conduit Lender under the Funding Note Purchase Agreement and provided that the Conduit Eligible Lender Trustee holds legal title to the Financed Student Loans.
(ii) At the Closing the Seller will transfer good and marketable title to the Acquired Assets free and clear of all Liens.
TITLE AND SECURITY. All deliveries are Ex Works, INCOTERMS 2000, Motorola's factory. Title to Products (excluding software, where title is not transferred), risk of loss and payment of all transportation costs and insurance shall pass to Master Distributor at the factory shipping point.
TITLE AND SECURITY. Title to the Leased Engine shall at all times remain with Mesa, but Customer shall bear all risk of loss or damage to the Lease Engine during the term of the Agreement. Customer shall take all necessary steps to protect and record Mesa’s title to the Leased Engine, and shall not permit it to become subject to any legal process lien, change or encumbrance of any kind.
TITLE AND SECURITY. 11.1 Title to the Equipment remains with ATF at all times. Hirer must not grant or allow to subsist any security interest or encumbrance over the Equipment or allow ATF’s title to be adversely affected in any way.
11.2 Hirer must not make any representation or do any thing that may tend to induce any person to believe the Equipment is not the property of ATF. If possession of the Equipment is taken by any third party for any reason, Hirer authorises ATF to take any action it deems necessary to protect its rights in the Equipment, at the cost of the Hirer.
11.3 If ATF determines that this Agreement (or a transaction in connection with it) is or contains a security interest for the purposes of the PPSA, Hirer agrees upon request to do anything (such as obtaining consents, signing and producing documents, getting documents completed and signed and supplying information) which ATF considers necessary for the purposes of:
(1) ensuring that the security interest is enforceable, perfected and otherwise effective;
(2) enabling ATF to apply for any registration, or give any notification, in connection with the security interest so that the security interest has the priority required by ATF; and
(3) enabling ATF to exercise rights in connection with the security interest, and, the Hirer expressly waives any right it may have under PPSA section 175 to be given notice in relation to any registration event.
11.4 ATF is not obliged, before exercising a right under this Agreement or conferred by law, to give the Hirer any notice or demand, or allow a lapse of time, that is required by law unless the notice, demand or lapse of time cannot be excluded. A reference to a notice under this clause includes any notice under the PPSA.
TITLE AND SECURITY. 11.1 Title to the Equipment remains with AbiBird at all times. The Hirer must not grant or allow to subsist any security interest or encumbrance over the Equipment or allow AbiBird’s title to be adversely affected in any way.
11.2 The Hirer must not make any representation or do anything that may tend to induce any person to believe the Equipment is not the property of AbiBird. If possession of the Equipment is taken by any third party for any reason, The Hirer authorises AbiBird to take any action it deems necessary to protect its rights in the Equipment, at the cost of Hirer.
11.3 If AbiBird determines that this Agreement (or a transaction in connection with it) is or contains a security interest for the purposes of the Personal Property Securities Xxx 0000 (“PPSA”), Hirer agrees upon request to do anything (such as obtaining consents, signing and producing documents, getting documents completed and signed and supplying information) which AbiBird considers necessary for the purposes of:
(1) ensuring that the security interest is enforceable, perfected and otherwise effective;
(2) enabling AbiBird to apply for any registration, or give any notification, in connection with the security interest so that the security interest has the priority required by AbiBird; and
(3) enabling AbiBird to exercise rights in connection with the security interest, and to the extent Part 9 of the PPSA applies , the Hirer waives the right to receive notice under section 121 of the PPSA.
11.4 The Hirer waives the right to receive a copy of the verification statement under section 148 of the PPSA confirming registration or a financing statement or a financing charge relating to AbiBird’s interest in the equipment.
TITLE AND SECURITY. 11.1 Title to the Equipment remains with AbiBird at all times. The Hirer must not grant or allow to subsist any security interest or encumbrance over the Equipment or allow AbiBird’s title to be adversely affected in any way. I / we acknowledge that I have read and agree to the above AbiBird Terms & Conditions
5.3 The Hirer must at all times ensure that the Equipment is Used in a safe manner, and must not deliberately damage, abuse or mistreat Equipment or allow Equipment to be deliberately damaged, abused, or mistreated.
5.4 If any damage, loss, theft or destruction of the Equipment occurs, whether the Hirer was responsible or not, the Hirer must immediately notify AbiBird and provide full details of the damage, loss theft or destruction.
5.5 The Hirer must ensure that Use of the Equipment is at all times strictly in accordance with:
1) all applicable laws including relevant legislation in relation to privacy, data storage, communication and transmission, planning, environment or health and safety, and
2) any relevant industry usage, custom and standards for goods similar to the Equipment.
5.6 The Hirer must obtain and maintain, at its own expense, any insurance, permit or license that may be required under any law or by any statutory or other authority for the Use of the Equipment, including its installation or removal. Without limiting the Hirer’s obligations under this clause, The Hirer must obtain all permits required under any relevant legislation, and must ensure that its personnel are appropriately inducted, trained and supervised so as to ensure the safe and lawful Use of the Equipment.
5.7 At all times during the Rental Period, the Hirer must store the Equipment safety and securely.
5.8 The Hirer will allow AbiBird to enter the Hirer’s premises and inspect and maintain the Equipment from time to time during the Rental Period during normal working hours. If we cannot inspect or maintain the Equipment during normal working hours, then additional charges may apply.
