Tooling Contract definition
Examples of Tooling Contract in a sentence
Seller agrees that it will promptly, upon any request of Owner, participate in the obtaining, execution, and filing of any financing statements, lien waivers, or other documents deemed by Owner to be necessary or prudent for the protection of Owner's interest in the Tooling and/or Tooling Contract.
Any security interest in accounts receivable shall also be subject to Toyota’s right to: (i) compromise or settle the Tooling Authorization and/or Part Approval, and any other aspect of its relationship to the Toyota Tooling; and (ii) pay to Toolmaker amounts otherwise due Tesla in connection with any independent agreement with Toolmaker or an assumption of the Tooling Contract.
Furthermore, a default under any other agreement between the parties shall not affect Owner's rights with respect to the Tooling and/or the Tooling Contract under these Tooling Terms.
Upon termination of these Tooling Terms, upon assignment of the Tooling Contract to Owner under Article 17 hereof, and/or upon possession of the Tooling by Owner, a Honda Company, or their respective designee, whichever first occurs, Seller will return to Owner all originals of all materials embodying the Proprietary Materials, in whatever medium or format, and all copies of such originals.
Nothing herein contained or capable of being inferred from any possession of Tooling by Seller or any other relationship between Owner or a Honda Company and Seller shall obligate Owner or any Honda Company in any way to purchase any goods from Seller or to create any defense in favor of Seller, whether by setoff, contract, or otherwise, to any demand by Owner for possession of the Tooling and/or assignment of the Tooling Contract to Owner.
Without Owner's prior written consent, Seller will not disclose, transfer, or loan the Tooling, the Tooling Contract, or any information (including without limitation, any Proprietary Materials associated therewith and all intellectual property rights embodied thereon or therein) associated therewith to any subsidiary, affiliate, subcontractor, or other person.