TOOLS AND DIES Sample Clauses

TOOLS AND DIES. All special tools, dies, equipment, machinery and plans which XXXXXX manufactures, develops, or purchases in connection with the manufacture of Products to the Purchaser’s specifications, whether or not they are covered by a purchase order from the Purchaser, will remain on the property of, and in the possession and control of, XXXXXX. All charges for such tools, dies, equipment, machinery, or plans are for the use thereof only and do not convey to the Purchaser any interest therein. [DO WE NEED THIS TERM?]
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TOOLS AND DIES. Charges made for dies and tools do not convey to the Customer title or the right to remove them from the Seller facility.
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TOOLS AND DIES. Any fixtures, dies or tools for which Seller may pay and charge to Xxxxx’s account in connection with Xxxxx’s Order shall not become Buyer’s property unless otherwise specifically agreed in writing. All such equipment may be used by Seller for any purposes, whether with respect to Buyer or otherwise, and/or be disposed of in Seller’s sole discretion.
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TOOLS AND DIES. All rights Seller may have in the tools and dies currently or formerly used by Seller in the Business which are in the possession of Seller as of the Closing but owned by other Persons shall, effective on the Closing Date, be hereby transferred to Buyer. Seller shall take any and all actions reasonably requested by Buyer to effect and/or document such transfer. Buyer shall be entitled to use the tools and dies utilized to manufacture lawnmower blades for so long as it manufactures blades on behalf of Seller pursuant to Section 4.4(e) of this Agreement. Buyer shall utilize such tools and dies in accordance with operating practices and procedures consistent with past practices of the Division, ordinary wear and tear excepted.
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TOOLS AND DIES. If any tool(s) and/or die(s) will be supplied by Buyer to ATACO (as confirmed by mutual written agreement of the parties), then the following provisions shall apply: (a) such tool(s) and/or die(s) (the “Buyer Tooling”) shall remain the property of Buyer; (b) ATACO has no obligation to maintain insurance on the Buyer Tooling (or on any other materials supplied by Buyer to ATACO) and shall have no responsibility for loss, destruction, or malfunction of or damages to the Buyer Tooling (or any other materials supplied by Buyer to ATACO), or other expenses and costs related to any of such items, the cost of all of which shall be borne by Buyer, except to the extent caused by ATACO’s recklessness; and (c) any and all costs of any required adaptation to or modification of Buyer Tooling and/or any cost of maintenance of Buyer Tooling after the ordinary life of such tooling shall be charged to Buyer and paid to ATACO on the payment terms set forth herein; and (d) if Buyer does not pick-up Buyer Tooling within thirty (30) days after ATACO provides Buyer with a written request for such pick-up, then ATACO shall have the right to dispose of such Buyer Tooling and the proceeds of any such disposition shall be retained by ATACO as reimbursement for storage costs and other expenses. ATACO retains ownership of all ATACO-owned tools, dies and other equipment, whether or not used to manufacture Products (“ATACO Equipment”). Any and all costs of any adaptation to or modification of ATACO Equipment which is needed to produce Products supplied hereunder, and/or any cost of maintenance of any such ATACO Equipment after the ordinary life thereof, shall be charged to Buyer and paid to ATACO on the payment terms set forth herein. Notwithstanding the foregoing provisions of this Section 12, if the parties agree in writing that any new tool(s) and/or die(s) will be created to produce the Products (“New Tooling”) and then owned by Buyer (and constitute Buyer Tooling), such New Tooling shall be paid for by Buyer on the following terms: (i) 30% upon placement of Buyer’s order; (ii) 30% at the halfway build point of the New Tooling (as confirmed by ATACO); (iii) 30% upon shipment of the New Tooling to ATACO, and (iv) the remaining 10% upon shipment of the first Product approved by Buyer for manufacture with the New Tooling. Title to New Tooling shall pass from ATACO to Buyer (and become Buyer Tooling) only after Xxxxx has paid for such New Tooling in full.
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TOOLS AND DIES. Unless otherwise agreed to in writhing Prestolite, all dies, tools ect. , remain the exclusive property of Prestolite, regardless of any changes made to cover labor and expenses involved in making or altering such dies, tools, etc.
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TOOLS AND DIES. Unless otherwise herein agreed, Seller/Supplier at its own expense shall furnish, keep in good condition and replace when necessary all dies, tool, gauges, fixtures and patterns necessary for the production of any goods or materials ordered. Any special tools or dies shall be considered as purchased by Buyer without additional charge, unless herein specified to the contrary. Title shall vest in Buyer giving Buyer the right to take possession of such tooling or dies at any time. However, Buyer shall not have the rights enumerated in the previous sentences if the goods hereby ordered are the standard product of Seller/Supplier, or if prior to the date hereof a substantial quantity of like goods are being sold by Seller/Supplier to others unless Buyer shall have paid for tooling or dies used in the production of such goods. 工具和模具– 除非另有约定，卖方/服务提供方以其自己的费用装备、保持和替换为生产任何订单货物或材料所需的所有模具、工具、仪器、装置和模型。 除非有相反的规定，任何特殊的工具和模具被视为是由买方购买的且不需额外付费。权利归买方，给予买方随时占有该工具或模具的权利。 但是，除非买方已经支付了用于生产订单中货物的工具或模具的成本，如果订单中的货物是卖方/服务提供方的标准产品或先于本订单前大量同样的货物已经被卖方/服务提供方卖给其他人，则卖方/服务提供方不享有前述权利
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Related to TOOLS AND DIES

  • Accounting Controls and Disclosure Controls The Company and each of its subsidiaries maintain effective internal control over financial reporting (as defined under Rule 13-a15 and 15d-15 under the 1934 Act Regulations) and a system of internal accounting controls sufficient to provide reasonable assurances that (A) transactions are executed in accordance with management’s general or specific authorization; (B) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain accountability for assets; (C) access to assets is permitted only in accordance with management’s general or specific authorization; (D) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences; and (E) the interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and is prepared in accordance with the Commission’s rules and guidelines applicable thereto. Except as described in the Registration Statement, the General Disclosure Package and the Prospectus, since the end of the Company’s most recent audited fiscal year, there has been (1) no material weakness in the Company’s internal control over financial reporting (whether or not remediated) and (2) no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company and each of its subsidiaries maintain an effective system of disclosure controls and procedures (as defined in Rule 13a-15 and Rule 15d-15 under the 1934 Act Regulations) that are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the 1934 Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms, and is accumulated and communicated to the Company’s management, including its principal executive officer or officers and principal financial officer or officers, as appropriate, to allow timely decisions regarding disclosure.

  • Controls and Procedures 11.1. The Company has implemented controls and procedures that are reasonably designed to ensure compliance with applicable laws and regulations, as well as the terms of this Agreement. Without limiting the foregoing, these controls and procedures are reasonably designed to ensure, and MFD or a Trust may request certifications on an annual basis with respect to, each of the following:

  • Disclosure Controls and Procedures The Company maintains effective “disclosure controls and procedures” (as defined under Rule 13a-15(e) under the Exchange Act to the extent required by such rule).

  • Internal Controls and Procedures The Company has established and maintains disclosure controls and procedures and internal control over financial reporting (as such terms are defined in paragraphs (e) and (f), respectively, of Rule 13a-15 under the Exchange Act) as required by Rule 13a-15 under the Exchange Act. The Company’s disclosure controls and procedures are reasonably designed to ensure that all material information required to be disclosed by the Company in the reports that it files or furnishes under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that all such material information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications required pursuant to Sections 302 and 906 of the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”). The Company’s management has completed an assessment of the effectiveness of the Company’s internal controls over financial reporting in compliance with the requirements of Section 404 of the Xxxxxxxx-Xxxxx Act for the year ended December 31, 2010 and such assessment concluded that such controls were effective. Based on its most recent evaluation of internal controls over financial reporting prior to the date hereof, management of the Company has disclosed to the Company’s auditors and the audit committee of the Company Board (i) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting that are reasonably likely to adversely affect in any material respect the Company’s ability to report financial information and (ii) any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting, and each such deficiency, weakness and fraud so disclosed to auditors, if any, has been disclosed to Parent prior to the date hereof.

  • CERTIFICATIONS; DISCLOSURE CONTROLS AND PROCEDURES The Adviser acknowledges that, in compliance with the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), and the implementing regulations promulgated thereunder, the Trust and the Fund are required to make certain certifications and have adopted disclosure controls and procedures. To the extent reasonably requested by the Trust, the Adviser agrees to use its best efforts to assist the Trust and the Fund in complying with the Xxxxxxxx-Xxxxx Act and implementing the Trust’s disclosure controls and procedures. The Adviser agrees to inform the Trust of any material development related to the Fund that the Adviser reasonably believes is relevant to the Fund’s certification obligations under the Xxxxxxxx-Xxxxx Act.

  • Accounting and Disclosure Controls The Company and its subsidiaries have taken all actions necessary to ensure that, within the time period required by applicable law, the Company will have established and will maintain effective “internal control over financial reporting” (as defined in Rule 13a-15 of the 1934 Act Regulations). The Company and its subsidiaries maintain a system of internal accounting controls sufficient to provide reasonable assurance that (A) transactions are executed in accordance with management’s general or specific authorizations; (B) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability; (C) access to assets is permitted only in accordance with management’s general or specific authorization; and (D) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. Except as described in the Registration Statement, the General Disclosure Package and the Prospectus, since the first day of the Company’s earliest fiscal year for which audited financial statements are included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, there has been (1) no material weakness (as defined in Rule 1-02 of Regulation S-X of the Commission) in the Company’s internal control over financial reporting (whether or not remediated), and (2) no fraud, whether or not material, involving management or other employees who have a role in the Company’s internal control over financial reporting and, since the end of the Company’s earliest fiscal year for which audited financial statements are included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, there has been no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company and its subsidiaries have established, maintained and periodically evaluate the effectiveness of “disclosure controls and procedures” (as defined in Rules 13a-15 of the 1934 Act Regulation and 15d-15 under the 1934 Act); such disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it will be required to file or submit under the 1934 Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms, and is accumulated and communicated to the Company’s management, including its principal executive officer or officers and principal financial officer or officers, as appropriate, to allow timely decisions regarding disclosure. The Company’s independent public accountants and the audit committee of the Company’s board of directors have been advised of all material weaknesses, if any, and significant deficiencies (as defined in Rule 1-02 of Regulation S-X of the Commission), if any, in the Company’s internal control over financial reporting and of all fraud, if any, whether or not material, involving management or other employees who have a role in the Company’s internal control over financial reporting, in each case that occurred or existed, or was first detected at any time during the three most recent fiscal years covered by the Company’s audited financial statements included in the Registration Statement, the General Disclosure Package and the Prospectus or at any time subsequent thereto.

  • Internal Controls; Listing; Financial Statements (a) Except as not required in reliance on exemptions from various reporting requirements by virtue of Acquiror’s status as an “emerging growth company” within the meaning of the Securities Act, as modified by the JOBS Act or as otherwise set forth in the Acquiror SEC Filings, Acquiror has established and maintains disclosure controls and procedures (as defined in Rule 13a-15 under the Exchange Act). Such disclosure controls and procedures are designed to (i) ensure that material information relating to Acquiror, including its consolidated Subsidiaries, if any, is made known to Acquiror’s principal executive officer and its principal financial officer by others within those entities, particularly during the periods in which the periodic reports required under the Exchange Act are being prepared; and (ii) be effective in timely alerting Acquiror’s principal executive officer and principal financial officer to material information required to be included in Acquiror’s periodic reports required under the Exchange Act. Acquiror has established and maintained a system of internal controls over financial reporting (as defined in Rule 13a-15 under the Exchange Act) which is reasonably sufficient to provide reasonable assurance regarding the reliability of Acquiror’s financial reporting and the preparation of Acquiror Financial Statements for external purposes in accordance with GAAP.

  • Disclosure Controls and Procedures; Deficiencies in or Changes to Internal Control Over Financial Reporting The Company has established and maintains disclosure controls and procedures (as defined in Rules 13a-15 and 15d-15 under the Exchange Act), which (i) are designed to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to the Company’s principal executive officer and its principal financial officer by others within those entities, particularly during the periods in which the periodic reports required under the Exchange Act are being prepared; (ii) have been evaluated by management of the Company for effectiveness as of the end of the Company’s most recent fiscal quarter; and (iii) are effective in all material respects to perform the functions for which they were established. Since the end of the Company’s most recent audited fiscal year, there have been no significant deficiencies or material weakness in the Company’s internal control over financial reporting (whether or not remediated) and no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company is not aware of any change in its internal control over financial reporting that has occurred during its most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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