Reservation of Title Sample Clauses
POPULAR SAMPLE Copied 49 times
Reservation of Title. 8.1 Property in the products shall remain with the Seller until it has received full payment for such products, notwithstanding delivery and the passing of risk to the Buyer.
8.2 If the Buyer fails to make any payment on the due date, or any one due date (in the case of payment by way of installments), then without prejudice to any of the Seller’s other rights, the Seller may:
a) repossess of the products delivered;
b) suspend or cancel deliveries of any other products due to the Buyer; and/or
c) appropriate any payment made by the Buyer to such products (or products supplied under any other contract with the Buyer), as the Seller may in its sole discretion think fit.
8.3 Until such time as the property in the products passes from the Seller, the Buyer shall hold the products as the Seller’s fiduciary agent and bailee, and shall keep the products separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Seller’s property.
8.4 Until such time as the property in the products passes from the Seller, the Buyer may not sell or use the products in the ordinary course of the Buyer’s business. If in breach of this Clause, the Buyer sells or uses the products, the entire proceeds of sales or otherwise of the products shall be held in trust for the Seller and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as the Seller’s money.
8.5 Until such time as the property in the products passes from the Seller (and provided the products have not been resold), the Buyer shall upon request deliver up such of the products as have not ceased to be in existence. If the Buyer fails to do so, the Seller may enter upon any premises owned, occupied or contracted by the Buyer where the products are situated and repossess the products.
8.6 Until full payment for the products is made by the Buyer to the Seller, the Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the products which are the property of the Seller. Without prejudice to the other rights of the Seller, if the Buyer does so, all sums whatever owing by the Buyer to the Seller shall forthwith become due and payable.
Reservation of Title. Siemens shall retain title to all of its deliverables until such time as it has received the agreed payments in full. Upon ac- ceptance of the deliverable, the Purchaser authorises Siemens to register its reservation of title. For the period of reservation of title, the Purchaser shall maintain the delivered items at its own expense and insure them on behalf of Siemens against theft, breakage, fire, water damage, and other risks.
Reservation of Title. The products which IMCD supplies to the Purchaser shall remain the property of IMCD until the Purchaser has paid all amounts, including interest and costs, it owes to IMCD under or in connection with the Agreement. Before payment has been made in full, the Purchaser shall not have the right to fully or partially pledge the products to third parties. Purchaser shall further not have the right to transfer ownership of the products, other than in accordance with its normal activities or the normal use of the products.
Reservation of Title. 10.1 We reserve title and the right of disposal to the delivery items until the Customer has paid in full all of our current and future claims arising from the supply agreement and an active business relationship (secured claims). This includes checks and bills receivables, as well as receivables from current accounts or checking accounts. If in connection with a payment, a liability arising from a bill of exchange is created for us, this reservation of title remains effective until any recourse against us based on such bill of exchange is excluded. Before the aforementioned receivables of us are paid in full, the Customer may use delivered products within the ordinary course of business, unless a prohibition of assignment was or is agreed with the respective third parties for the claims the Customer assigned to us in advance according to Item 10.4. before the aforementioned receivables of us are paid in full, the Customer is also prohibited to pledge or transfer by way of security any delivered products and the Customer’s resellers may only resell delivered products within the ordinary course of business with the provision that the reseller receives payment from its customers and transfers such payments to us without undue delay. The Customer will bear any costs or expenses for interventions.
10.2 In the event of attachments, seizures or other official orders, as well as encroachments of third parties against our property, the Customer is obligated to promptly notify us.
10.3 In the event the Customer is in breach of contract, in particular in the case of payment in arrears, we are entitled to retake possession of the delivery item after reminding the Customer and the Customer is obligated to return the delivery item.
10.4 If we enforce our right to the retention of title or levies attachment against the delivery item, such measure does not represent withdrawal from the agreement, unless the provisions of the German Installment Sales Act [Abzahlungsgesetz] apply.
10.5 The Customer, hereby, assigns all of its claims in the amount of the proportionate amount of the our invoice, including VAT and all ancillary rights, that the Customer may have against its customers or third parties from such resale. The above provision also applies, if the Customer transfers its purchase price claim from the resale into a checking account agreed between the Customer and its customer or a third party. We, hereby, accept this assignment.
10.6 If the delivery item is installed...
Reservation of Title. The transfer of ownership of the delivered products is suspended until full payment of the price of these by the professional purchaser, in principal and accessories, even in case of granting of payment deadlines. Any clause to the contrary, in particular inserted in the general conditions of purchase, is deemed unwritten. By express agreement, the company LABORATOIRES XXXXXXX will be able to enforce its rights under this retention of title clause in its own name and on its own behalf and/or in the name and on behalf of its suppliers, for any of its outstanding debts that remain partially or totally unpaid, on all of its products and/or the products of its suppliers still in the possession of the professional purchaser, these are conventionally presumed to be those unpaid, and the company LABORATOIRES XXXXXXX may, by right and without formality, take them back or claim them as compensation for all its unpaid invoices, at the expense, risk and peril of the professional purchaser and without prejudice to its right to terminate the sales in progress. Any deposit paid by the professional purchaser will remain acquired to the company LABORATOIRES XXXXXXX as a lump sum compensation, without prejudice to all other actions that it would be entitled to take against the professional purchaser. However, the risk of loss or deterioration shall pass to the professional purchaser upon delivery of the ordered products. During the period of retention of title, the professional purchaser must insure the unpaid goods against any damage suffered or caused by them, until full transfer of ownership, the insurance policies must mention the ownership of the company LABORATOIRES XXXXXXX or suppliers of the latter. The professional purchaser is obliged to justify it to the company LABORATOIRES XXXXXXX at the time of the delivery. Failing this, the company LABORATOIRES XXXXXXX would be entitled to delay the delivery until presentation of this proof. The professional purchaser may only resell the unpaid products in the normal course of business. It may in no case pledge, grant a security interest, pledge or transfer the ownership of its unpaid stocks as a guarantee. The professional purchaser must immediately notify the company LABORATOIRES XXXXXXX in case of seizure or any other intervention of a third party or of transfer or pledge of its business. If the professional purchaser resells the products before full payment, it will be deemed to have resold on behalf of the company LABO...
Reservation of Title. Title to any Products sold under any contract shall not pass to the Buyer until the Seller has received payment in full of all sums invoiced together with any interests accrued thereon and other charges. In the meantime, the Seller shall remain the full legal and beneficial owner of the Products and the Buyer shall hold any proceeds of sale of the Products as trustee or as bailee for the Seller free from any charge, lien or other incumbrance. The Buyer agrees that it will assign to the Seller upon the Seller’s request all of its rights under a contract of sale against any subsequent purchaser of the Products or any of them or of the equipment in which the Products have been incorporated. Until such time as title to the Products passes to the Buyer or until such time as the Products are sold, the Buyer shall keep the Products fully insured with a reputable insurer and shall store them in such a way as they can be readily identified as being the Seller’s property. The Seller has the right to recover possession of all or any of the Products or to seize any of the Products at any time and is entitled to enter upon any of the premises of the Buyer for the purpose of doing so. If the Buyer (i) fails to effect payment of the full price, or part of it, (ii) makes an assignment for the benefit of creditors, (iii) is adjudicated bankrupt or insolvent, (iv) has any proceedings commenced against it for reorganization, readjustment of debt, dissolution or liquidation, or (v) has its business wound up, the Seller shall be entitled to claim back as its property any Products delivered but not yet paid for or not paid for in full, without prejudice to its rights to demand compensation for any losses or damage resulting thereof.
Reservation of Title. For any current or future sale of goods to a pur- chaser located outside of Germany the following retention of title has been agreed: BHJ reserves title to the goods until the entire pur- chase price and any costs relating to the delivery, dispatch and insurance of the goods have been paid by the purchaser or security for the purchase price has been provided as agreed. Until this has happened, the purchaser shall not be entitled to resell the goods or otherwise dispose of the goods in any way violating BHJ's reservation of title. For any current or future sale of goods to a pur- chaser located in Germany the following retention of title has been agreed: The goods (“reserved goods”) delivered by BHJ to the purchaser remain the property of BHJ until full payment of all secured claims. The purchaser stores the reserved goods free of charge for BHJ. The purchaser is entitled to pro- cess and sell the goods subject to retention of title in the ordinary course of business until the event of realization. Pledging and transfer of ownership by way of security are not permitted. If the reserved goods are processed by the pur- chaser, it is agreed that the processing is carried out in the name and for the account of BHJ as manufacturer and therefore acquires direct own- ership or - if the processing is carried out using materials from several owners or the value of the processed item is higher than the value of the re- served goods - co-ownership (fractional owner- ship) of the newly created item in the ratio of the value of the reserved goods to the value of the newly created item. In the event that no such ac- quisition of ownership should occur at BHJ, the purchaser hereby transfers his future ownership or - in the above ratio - co-ownership of the newly created item to BHJ as security. If the reserved goods are combined or inseparably mixed with other items to form a uniform item and if one of the other items is to be regarded as the main item, BHJ, insofar as the main item belongs to BHJ, transfers to the purchaser proportionate co-own- ership of the uniform item in the above specified ratio. In the event of resale of the reserved goods, the purchaser hereby assigns by way of security the resulting claim against the purchaser - in the case of co-ownership of BHJ of the reserved goods, proportionally in accordance with the co-owner- ship share - to BHJ. The same applies to other claims that take the place of the reserved goods or otherwise arise with regard to th...
Reservation of Title. 13.1 The products which IMCD supplies to the Purchaser will remain the property of IMCD until the Purchaser has paid all amounts, including interest and costs, it owes to IMCD under or in connection with the Agreement.
13.2 Before payment has been made in full, the Purchaser shall not have the right to fully or partially pledge the products to third parties. Purchaser shall further not have the right to transfer ownership of the products, other than in accordance with its normal activities or the normal use of the products.
13.3 The Purchaser shall keep the products delivered subject to a reservation of title with due care and as the recognisable property of IMCD and shall insure these products against damage and theft.
13.4 If one of the situations described in Article 12.1 arises, IMCD shall have the right to take back itself, or have someone else take back, the products which are its property, at the Purchaser’s expense, from the place where they are located. The Purchaser will cooperate fully and hereby authorises IMCD irrevocably, if that situation arises, to enter, or have someone enter, the premises in use by or for the Purchaser.
13.5 The Purchaser shall not be permitted to rely upon a right of retention with regard to the costs incurred in connection with the safekeeping pursuant to Article 13.3, or to offset those costs against its performance.
13.6 If the Purchaser forms a new product from, or partly from, the products delivered to it by IMCD, IMCD shall have co-ownership title and rights on the new product in proportion of the value of the products processed or mixed in relation to the new product. Furthermore, the Purchaser shall keep (part of) the product for IMCD, and IMCD shall always remain the owner equal to its share of co-ownership until all the obligations referred to Article 13.1 have been fulfilled.
Reservation of Title. BHJ reserves title to the goods until the entire purchase price and any costs relating to the delivery, dispatch and insurance of the goods have been paid by the purchaser or security for the purchase price has been provided as agreed. Until this has happened, the purchaser shall not be entitled to resell the goods or otherwise dispose of the goods in any way violating BHJ's reservation of title.
Reservation of Title. The product shall remain the property of the Contractor until it has been fully paid for.