Certain Equipment Clause Samples

Certain Equipment. Security Union will arrange for the installation and maintenance of the telephone data transmission service and the related Customer premises data interconnection device, DSU/CSU or data modem ("modem"). All expenses related thereto (including monthly rental of the modem) are payable by Customer to Security Union.

Certain Equipment. (a) Buyer agrees that during the one year period following the date of this Agreement, it will purchase all or part of the Sequent Equipment for its database product sales and/or its internal use related to new system installations, including its outsourcing on behalf of Ameritech Corporation ("AMERITECH"), which service it intends to migrate to the Sequent Equipment, before making new purchases of or entering into any lease with respect to substantially equivalent hardware. Except as is provided above with regard to the Ameritech opportunity, Buyer shall have no obligation to utilize Sequent Equipment in connection with current sales and support of Buyer's Tandem-based customers. (b) On the first anniversary of the date hereof, Buyer shall purchase all of the Sequent Equipment not previously purchased pursuant to Section 5.8(a) above. (c) The aggregate purchase price of the Sequent Equipment and related Informix software licenses shall be $4,790,000; provided, however, that such purchase price shall be pro-rated in the event of a separate purchase of less than all the Sequent Equipment purchased pursuant to Section 5.8(a) and 5.8(b) above. (d) The purchase price for any Sequent Equipment purchased pursuant to Section 5.8(a) shall be payable upon delivery. The purchase price for any Sequent Equipment purchased pursuant to Section 5.8(b) shall be payable in four (4) equal installments on each of August 1, 2002, November 1, 2002, February 1, 2003 and May 1, 2003. (e) Upon Buyer's full payment of the above purchase price, Seller will convey to Buyer all of Seller's right, title and interest in and to the Sequent Equipment and the Informix software licenses. To the best of the Business Employees' knowledge, the manufacturer's warranty on the Sequent Equipment begins upon shipment to the end user customer; and to the best of the Business Employees' knowledge, the Informix software licenses are assignable to Buyer (subject to the consent of Informix Corporation, which consent, under the terms of the applicable agreement, is not to be unreasonably withheld); however, Seller makes no other representations or warranties with respect to such hardware or software.

Certain Equipment. Sellers shall cooperate in all respects reasonably requested by Buyer and at Buyer's expense to facilitate the removal and transportation to Buyer within ninety (90) days following the Closing Date of all equipment and other personal property included in the Acquired Assets and located (or heretofore located) at Sellers' leased ▇▇▇▇▇▇▇▇, WI facility (the "▇▇▇▇▇▇▇▇ Equipment"). Notwithstanding anything to the contrary contained in this Agreement regarding the value, use or operating condition of same, Buyer undertakes and acknowledges that the ▇▇▇▇▇▇▇▇ Equipment is transferred hereunder in an "AS IS, WHERE IS" condition. ARTICLE 4

Certain Equipment. All furniture, fixtures, and equipment specifically identified in the exhibit attached hereto.

Certain Equipment. 23 SECTION 5.08 Taxes......................................................... 23 SECTION 5.09

Certain Equipment. SCHEDULE 4.13 sets forth the equipment included in the Purchased Assets which is located in Bonneval, France (the "BONNEVAL EQUIPMENT") and Morristown, Tennessee (the "MORRISTOWN EQUIPMENT"). With respect to the Bonneval Equipment, the Company and the Buyer shall act in accordance with Schedule 4.13. With respect to the Company's premises in Morristown, Tennessee known as "Plant C", the Company and the Buyer shall enter into a lease in the form of EXHIBIT 4.13 (the "MORRISTOWN LEASE").

Certain Equipment. Purchaser agrees that as soon as practicable following the Closing, but in any event within 60 days thereafter, it will arrange, at Purchaser's sole expense and risk, to have the items of Personal Property listed on Schedule 1.01(c) which are located at 200 ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇smantled and removed from such location. Until such Personal Property is so dismantled and removed, Purchaser shall reimburse Seller (a) for all rent owing in respect of Studio E and (b) for a pro-rata portion of rent owing with respect to the Twelfth Floor based upon the percentage of square footage on the Twelfth Floor used to house such Personal Property.

Certain Equipment. Attachment A to Exhibit 2.1(d): Certain Equipment shall be deleted in its entirety and replaced with Annex D.

Certain Equipment. All of the Equipment set out in the DML Asset Acquisition Invoice (which is deemed incorporated herein by reference) “NEUROTREND” NO. E717686REGISTERED (COMMUNITY TRADE ▇▇▇▇) “NEOTREND” NO. E717348REGISTERED (COMMUNITY TRADE ▇▇▇▇) “PARATREND” NO. 1448637REGISTERED (UK TRADE ▇▇▇▇) “CONTINUCATH 1000” “CAL-POD” “CARDIOMET 4000” + 1255926 NO. 1293369REGISTERED (UK TRADE ▇▇▇▇) NO. 1254258REGISTERED (UK TRADE ▇▇▇▇) NOS. 1254259 REGISTERED (UK TRADE ▇▇▇▇) To: [?] [Debtor/Third Party] [?] [Address] [?] [Date] Dear Sirs We hereby give you notice that we have assigned by way of security pursuant to the terms of a debenture dated [?] (such debenture, as the same may from time to time be amended, varied, supplemented, novated or replaced being referred to as the “Debenture”) between ourselves and BCC Acquisition II LLC (or any successor or replacement thereof) as Agent for and on behalf of certain secured creditors (the “Agent”) all our rights, title and interest in and to the [?]. We irrevocably and unconditionally instruct and authorize you (notwithstanding any previous instructions which we may have given you to the contrary and without requiring you to make any reference to or seek any further authority from us or to make any enquiry as to the justification for or validity of any notice, statement, requirement or direction) as follows: