TITLE TO EQUIPMENT; SECURITY INTEREST. During the term of this Lease, title to the Equipment and any and all additions, repairs, replacements or modifications shall vest in Lessor, subject to the interest and rights of Lessee hereunder and to encumbrances created or suffered to exist by Lessor, including, without limitation, liens granted by Lessor upon the Equipment as security for payments due to the Registered Owner of the Assignment. Whether the Acquisition Cost is funded by Lessor’s assignee rather than Lessor itself, through the sale of the Assignment, or by Lessor’s sale of the Assignment to the Registered Owner after such Acquisition Cost is paid by Lessor, Lessor may encumber its title to the Equipment to secure such Registered Owner.
TITLE TO EQUIPMENT; SECURITY INTEREST. It is Authority’s and City’s intention that this Agreement not constitute a “true” lease for federal income tax purposes and, therefore, it is Authority’s and City’s intention that City be considered the owner of the Equipment for federal income tax purposes. Upon delivery of the Equipment to City under this Agreement, title to the Equipment will vest in City, subject to the rights of Authority under this Agreement; provided, however, that (a) if this Agreement is terminated as a result of an Event of Non-appropriation by the City pursuant to Section 6 hereof; (b) upon the occurrence of an Event of Default (as hereinafter defined), and as long as such Event of Default is continuing; or (c) in the event that the purchase option provided in Section 19 has not been exercised prior to the Expiration Date, title will immediately vest in Authority or its Assignee. To the extent that no Event of Default has occurred and is continuing, or no event which with notice or lapse of time, or both, could become an Event of Default then exists, when all Lease Payments have been paid, along with any applicable late charges or taxes, or when City has exercised the purchase option and paid the purchase price pursuant to Section 19 of this Agreement, Authority will transfer any and all of its right, title and interest in the Equipment to the City. In order to secure all of its obligations hereunder, City hereby (w) grants to Bank, as assignee of the Authority, a first priority security interest in any and all right, title and interest of City in the Equipment and in all additions, attachments, accessions, and substitutions thereto, and on any proceeds therefrom, (x) moneys and investments held in the Equipment Acquisition Fund, including proceeds therefrom, established the Escrow Agreement, (y) agrees that the Authority may file a financing statement evidencing such security interest, and (z) agrees
TITLE TO EQUIPMENT; SECURITY INTEREST. Upon acceptance of the Equipment by Lessee hereunder, title to the Equipment will vest in Lessee subject to Lessor's rights under this Master Agreement; provided, however, that title will immediately vest in Lessor without any action by Lessee and Lessee shall immediately surrender possession of the Equipment to Lessor in accordance with Section 5 hereof, it. Lessee terminates the Lease Term of the Equipment pursuant to Section 6, or upon the occurrence of an Event of Default, or if Lessee does not 'exercise the purchase option prior to the Expiration Date. In order to secure all of its obligations hereunder, Lessee hereby (a) grants to Lessor, a first and prior security interest in any and all right, title and interest of Lessee in the Equipment including but not limited to computer programs and computer documentation, if any, relating to the Equipment and in all additions, attachments, accessions, and substitutions thereto, and on any proceeds therefrom, (b) agrees that this Master Agreement may be filed as a financing statement evidencing such security interest,
TITLE TO EQUIPMENT; SECURITY INTEREST. Except for purchases of Equipment where a transfer of title is expressly documented in a signed writing connection with this Agreement, in the event this Agreement terminates or expires for any reason, Company may, in addition to exercising any other rights and/or pursuing any other remedies, demand return of the Equipment, and Merchant shall be required to return such Equipment to Company within 60 days of receiving Company’s request. Merchant hereby grants to Company a first priority purchase money security interest in the Equipment (including any replacements, substitutions, additions, attachments, and proceeds). Xxxxxxxx agrees that Company may file a UCC-1 Financing Statement and/or other necessary documentation, including any equivalent documentation in any non-US jurisdiction (e.g., under the Personal Property Security Act in Canada, etc.), sufficient to protect and secure Company’s security interest. Xxxxxxxx will promptly execute any other required documents and/or records reasonably requested by Company for the purpose of security Company’s rights in the Equipment.
3.3.1. Remote and On-Site Support. Company will make its remote technical support services available to Merchant 24 hours per day, 7 days per week, for questions and problem resolution involving the Equipment and Software. Additionally, Company will make its onsite technical support team available to Merchant for problems that Company, in its reasonable discretion, believes are better suited for in-person servicing. If Company determines that Equipment is defective, Company will, in its sole discretion, repair the Equipment, send replacement parts, and/or replacement Equipment. Merchant shall return all defective Equipment to Company within 15 days of receipt of any replacement Equipment. Merchant’s failure to maintain the Equipment as set forth in this Agreement shall result in additional charges for service and/or replacement of the Equipment.
TITLE TO EQUIPMENT; SECURITY INTEREST. Upon acceptance of the Equipment by Lessee, title to the Equipment shall vest in Lessee; provided, however, that (i) in the event of termination of the Lease by Lessee pursuant to Section 8 hereof, or
TITLE TO EQUIPMENT; SECURITY INTEREST. Section 6.01. Title to the Equipment. Legal title to the Equipment and any and all repairs, replacements, substitutions and modifications to such Equipment shall be in Borrower. Borrower will at all times protect and defend, at its own cost and expense, its title from and against all claims, liens and legal processes of creditors of Borrower, and keep all Equipment free and clear of all such claims, liens and processes.
TITLE TO EQUIPMENT; SECURITY INTEREST. Section 6.01. Title to the Equipment 7 Section 6.02. Security Interest 8 Section 6.03. Personal Property 8
TITLE TO EQUIPMENT; SECURITY INTEREST. It is Lessor’s and the Authority’s intention that this Agreement not constitute a “true” lease for federal income tax purposes and, therefore, as between the Lessor and the Authority, it is Lessor’s and the Authority’s intention that the Authority be considered the owner of the Equipment for federal income tax purposes. Upon delivery of the Equipment to the Authority under this Agreement, title to the Equipment will vest in the Authority, subject to the rights of Lessor under this Agreement; provided, however, that (a) if this Agreement is terminated as a result of an Event of Non-appropriation pursuant to Section 7 hereof, (b) upon the occurrence of an Event of Default (as hereinafter defined), and as long as such Event of Default is continuing, or (c) in the event that the purchase option provided in Section 20 has not been exercised prior to the Lease Term, title will immediately vest in Lessor or its Assignee.
TITLE TO EQUIPMENT; SECURITY INTEREST. Except for purchases of Equipment where a transfer of title is expressly documented in a signed writing connection with this Agreement, in the event this Agreement terminates or expires for any reason, Company may, in addition to exercising any other rights and/or pursuing any other remedies, demand return of the Equipment, and Merchant shall be required to return such Equipment to Company within 60 days of receiving Company’s request. Merchant hereby grants to Company a first priority purchase money security interest in the Equipment (including any replacements, substitutions, additions, attachments, and proceeds). Xxxxxxxx agrees that Company may file a UCC-1 Financing Statement and/or other necessary documentation, including any equivalent documentation in any non-US jurisdiction (e.g., under the Personal Property Security Act in Canada, etc.), sufficient to protect and secure Company’s security interest. Xxxxxxxx will promptly execute any other required documents and/or records reasonably requested by Company for the purpose of security Company’s rights in the Equipment.
TITLE TO EQUIPMENT; SECURITY INTEREST. Upon acceptance of the Equipment by Lessee, title to the Equipment will vest in Lessee subject to Lessor's rights under the Schedule and the terms of this Master Agreement; provided, however, that title will immediately vest in Lessor without any action by Xxxxxx and Lessee shall immediately surrender possession of the Equipment to Lessor in accordance with Section 5 hereof, if Lessee terminates the Lease Term of the Equipment pursuant to Section 6, or upon the occurrence of an Event of Default, or if Lessee does not exercise the purchase option prior to the Expiration Date. It is the intent of the parties that any transfer of title to Lessor pursuant to this Section shall occur automatically without the necessity of any bill of sale, certificate of title or other instrument of conveyance. Lessee shall, nevertheless, execute and deliver any such instruments as Lessor may request to evidence such transfer. In order to secure all of its obligations under each Lease, Lessee hereby (a) grants to Lessor a first and prior security interest in any and all right, title and interest of Lessee in the Equipment covered by that Lease including but not limited to computer programs and computer documentation, if any, relating to the Equipment and in all additions, attachments, accessions, and substitutions thereto whether now owned or hereafter acquired, and on any proceeds therefrom, (b) agrees that the applicable Lease may be filed as a financing statement evidencing such security interest, (c) agrees to execute and deliver all financing statements, certificates of title and other instruments in form satisfactory to Lessor necessary or appropriate to evidence such security interest, and (d) authorizes Lessor acting on behalf of Lessee to file any financing statements and to take any other action required to perfect and maintain Lessor's security interest in the Equipment.
