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. 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. 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
Title and Security Interest. Unless otherwise required by the laws of the state where Lessee is located, during each Lease Term, title to the Equipment shall be vested in Lessee, subject to the rights of Lessor under such Lease. In the event Lessor terminates a Lease pursuant to Section 17 of this Master Lease or an Event of Non-Appropriation occurs under a Lease, title to the related Equipment shall immediately vest in Lessor free and clear of any rights, title or interests of Lessee. Lessee, at its expense, shall protect and defend Xxxxxx’s title to the Equipment and Lessor’s rights and interests therein and keep the Equipment free and clear from any and all claims, liens, encumbrances and legal processes of Xxxxxx’s creditors and other persons. To secure the payment of all of Lessee’s obligations under each Lease, Lessee hereby grants to Lessor a first priority purchase money security interest in the Equipment subject to each such Lease, anything attached or added to the Equipment by Lessee at any time, Lessee’s rights under each agreement for the licensing of software to the extent that a security interest therein may be granted without violating the terms of such agreement, and on all proceeds, including proceeds from any insurance claims for loss or damage, from such Equipment. Xxxxxx authorizes Lessor to file a financing statement perfecting Lessor’s security interest under the laws of Xxxxxx’s state. Xxxxxx agrees to promptly execute such additional documents, in a form satisfactory to Lessor, which Lessor deems necessary or appropriate to establish and maintain its security interest in the Equipment. The Equipment is and will remain personal property and will not be deemed to be affixed to or a part of the real estate on which it may be situated. If applicable, as further security therefor, Lessee hereby grants to Lessor a first priority security interest in the cash and negotiable instruments from time to time comprising each Escrow Account and all proceeds (cash and non-cash) thereof, and agrees with respect thereto that Lessor shall have all the rights and remedies of a secured party under the applicable Uniform Commercial Code.
Title and Security Interest. Section 6.01.
Title and Security Interest. Title to the System shall vest in Customer upon Customer Acceptance of the System and components therefor at the Casino Location. Customer shall keep the System in good order and repair until the purchase price has been paid in full and shall promptly pay all taxes and assessments based upon the purchase or use of the System excluding taxes on Acres' income. Acres shall retain a security interest in the System until all monies due hereunder are paid in full. Customer shall execute, upon request of Acres, financing statements deemed necessary or desirable by Acres to perfect its security interest in the System, but such security interests shall be subordinate to Customer's entitlement to the software modules and hardware should Acres default. Customer authorizes Acres to file a copy of this security agreement or a financing statement in order to perfect Acres' security interest. A financing statement may be filed without Customer's signature on the basis of this security agreement where allowed by law.
