Title and Security Interest. Seller reserves, and Purchaser hereby grants to and creates in favor of Seller, a first priority purchase money security interest in each Product (or the equivalent under Purchaser's local law), including all component parts added by modification or repair, and all proceeds from the sale thereof, until full payment is received. Xxxxxxxxx agrees to sign upon request, and hereby authorizes Seller to sign on its behalf and as its attorney in fact, any documents necessary to perfect Seller's security interest. Upon resale, Xxxxxxxxx agrees to take, and immediately assign to Seller, a perfected security interest in each Product.
Title and Security Interest. Delivery to us either of an invoice or copy thereof or of electronic or computer data evidencing an account, upon our acceptance thereof, shall transfer and convey to us title to such account and its proceeds and all your rights and interests in the goods sold or services performed and all of your rights and powers under the sales contract and as unpaid seller, including the right of replevin, reclamation and stoppage in transit, subject to no encumbrance whatsoever. Upon our request you shall deliver to us all documents of title in your control relating to such goods. Notwithstanding your failure to deliver to us either an invoice or copy thereof or electronic or computer data evidencing an account, as security for your obligations under this Agreement and as security for the prompt repayment of any indebtedness to us, whether now existing or hereafter incurred, including, without limitation, any indebtedness arising from your purchase of goods or services from any client of ours where the account arising from such purchase has been sold to us, you hereby pledge and assign to us and grant to us a security interest, subject to no encumbrance whatsoever, in all your right, title and interest in and to the following (the "Collateral"): (i) all of your presently existing and hereafter created accounts; (ii) all of your presently existing and hereafter acquired merchandise, inventory and goods, together with all goods and materials used or usable in manufacturing, processing, packaging or shipping same, in all stages of production, from raw materials through work-in-process to finished goods, wherever located, and all additions and substitutions to, replacements of, insurance or other proceeds of, and documents covering any of the foregoing; (iii) any and all general intangibles of client, presently existing or hereafter arising, including general intangibles as defined in the Uniform Commercial Code, chooses in action, proceeds, contracts, distributions, dividends, refunds (including, but not limited to local, state and/or federal tax refunds), security deposits, judgments, insurance claims, any right to payment of any nature, intellectual property rights or licenses, any other rights or assets of Client customarily or for accounting purposes classified as general intangibles, and all documentation and supporting information related to any of the foregoing, and all proceeds thereof; (iv) all balances, reserves, deposits, debts or any other amounts or obligati...
Title and Security Interest. Unless otherwise required by the laws of the state where Lessee is located, Lessor shall have title to the Equipment, except as set forth in section 15.
Title and Security Interest. Title to the Equipment will vest in Customer upon tender of the Equipment to the carrier. Customer hereby grants to 2NDGEAR and its successors and assigns a security interest in the Equipment and Software and all proceeds thereof to secure the prompt payment by Customer when due of all amounts payable to 2NDGEAR and all other obligations of Customer contained in this Agreement. Customer authorizes 2NDGEAR to file such financing statements as may be necessary to evidence 2NDGEAR’s security interest.
Title and Security Interest. Where CPE is purchased and delivered within the same jurisdiction Verizon keeps title until fully paid; then title passes to Customer. Customer shall not give anyone else other than a Customer Affiliate, a security interest in the CPE, or allow a lien to be placed on it, until Customer has paid Verizon in full. For other purchase transactions, title to the CPE passes to Customer at the designated delivery point. As between Verizon and Customer, Verizon retains all right, title and interest in and to all software provided by Verizon.
Title and Security Interest. In the event Buyer obtains possession of the Goods prior to issuing full payment of all amounts owed to Seller as set forth in the Agreement:
(a) Buyer acknowledges and agrees that title to the Goods shall be and remain vested in Seller unless and until Seller has received from Buyer payment of the entire purchase price, plus any other amounts due Seller under the Agreement; (b) Buyer hereby grants to Seller a purchase money security interest in all Goods sold hereunder and all accessories and additions thereto, whether presently upon Buyer’s premises or hereafter acquired, all spare parts and components thereof, and all proceeds of the sale or other disposition including, without limitation, cash accounts, proceeds, rental proceeds, contract rights, instruments and chattel paper, in an amount equal to all amounts due Seller under this Agreement; and (c) Seller may take any action deemed necessary and/or appropriate to perfect and/or protect its security interest in the Goods, Buyer consenting in all respects thereto and
(e) Buyer shall keep the Goods free and clear of all liens, encumbrances, or security interests, except Seller’s security interest, and (f) Buyer shall maintain the Goods in good working order and condition; reasonable wear and tear accepted, and pay the cost of all repairs and replacement parts including labor charges, and shall promptly notify Seller of any defect in or damage or accident to or arising from the, operation, use, repair of the Goods or installation and removal of any attachment.
Title and Security Interest. Contractor reserves a purchase money security interest in each Deliverable until payment of the Project Price is received. Customer agrees to sign, upon request, any documents necessary to protect Contractor’s security interest in all Deliverables.Except for commercial off-the-shelf type products where the license for such products is contained in the applicable Statement of Work, Customer shall have exclusive unlimited ownership rights to all deliverables developed under this Agreement. All of the foregoing shall be deemed to be work made for hire, except as hereafter specified, and belong to Customer, with Customer having the sole right to obtain, hold, and renew, in its own name or for its own benefit, patents, copyrights, registrations, or other appropriate protection. Customer acknowledges that Contractor uses, or may develop hereunder, methods, concepts, code sequences, format, sequence structure, organization, menu command hierarchy, templates, masks, user interface, techniques, program organization, database structuring techniques, and the like (Contractor proprietary items) that are proprietary to Contractor. It is agreed that these Contractor proprietary items shall remain the sole and exclusive property of Contractor. Contractor grants Customer a perpetual, non-exclusive, paid-up license to use Contractor proprietary items subject to the following:a. Customer may use Contractor proprietary items solely in connection with the products purchased hereunder, for the purpose for which those products were originally purchased.b. Customer may not transfer, sell, or otherwise dispose of any Contractor proprietary items without the prior written consent of Contractor.
Title and Security Interest. Notwithstanding anything else to the contrary, title to Products shall only pass to Buyer upon payment in full of the amounts due therefor. Until all amounts due for a product are paid in full, HEI retains all right and title to such product and Buyer holds such product as HEI’s bailee. In addition, Buyer hereby grants to HEI a security interest in each unpaid Product and all proceeds thereof (collectively, the "Collateral") to secure the payment of the purchase price of such unpaid Product and all amounts now or hereafter due from Buyer therefor. Buyer authorizes HEI to file one or more financing statements in all states, counties and other jurisdictions as HEI may elect without Buyer's signature if permitted by law. Buyer agrees to cooperate fully with HEI in executing any additional documents, instruments, financing statements or amendments thereto as HEI may request to perfect or continue the security interest granted herein. Upon a breach by Buyer of any of its obligations to HEI, HEI shall have all rights and remedies of a secured party under the UCC, which rights and remedies shall be cumulative and not exclusive. Buyer agrees to pay HEI's reasonable costs and expenses (including but not limited to attorneys' fees and costs and any fees and costs incurred in connection with a bankruptcy proceeding of or involving Buyer or Collateral) incurred to collect any amount unpaid or to enforce HEI's other rights and remedies, whether or not suit is commenced.
Title and Security Interest. Section 6.01.
Title and Security Interest. The title to and right of possession of the Products (or any part or portion thereof) furnished by FAMCO shall remain FAMCO’s personal property until paid for in full, and Buyer shall do all things necessary to perfect and maintain such right and title in FAMCO. To the extent Buyer should be deemed the owner of the Products despite not having paid for the Products in full, Buyer grants to FAMCO a security interest in the Products purchased and in the proceeds thereof. FAMCO is authorized to file financing statements and other documents necessary to perfect and continue the security interest. If FAMCO in its sole judgment questions Xxxxx’s ability to pay for the Products, FAMCO may require payment in full in advance of delivery or manufacture of the Products. Failure to adhere to FAMCO’s terms may result in a shipping hold on future orders and/or a reduction in the credit FAMCO will extend.
