Common use of Risk and Ownership Clause in Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 8 contracts

Sources: Standard Terms and Conditions of Sale, Sales Contract, Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; 9.5.5 or if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT and GST) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 5 contracts

Sources: Sales Contracts, Sales Contracts, Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until (a) it has received in full and cleared funds all sums due to it in respect of the Goods; or (b) if payment is by letter of credit, when documents are accepted by the issuing or confirming bank and such payment is assured. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Buyer assumes all risk and liability for the use of the Goods, whether used singly or in combination with other substances, and for loss, damage, or injury to persons or property of Buyer or others arising out of the use or possession of the Goods. 5.6 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 5.6.1 payment under the Contract becomes overdue; or 5.5.2 5.6.2 Buyer becomes Insolvent (as defined in Condition 5.75.8); or 5.5.3 5.6.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 5.6.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 5.7 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 5.8 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 4 contracts

Sources: Sales Contract, Sales Contracts, Sales Contract

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until (a) it has received in full and cleared funds all sums due to it in respect of the Goods; or (b) if payment is by letter of credit, when documents are accepted by the issuing or confirming bank and such payment is assured. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer ▇▇▇▇▇ holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Buyer assumes all risk and liability for the use of the Goods, whether used singly or in combination with other substances, and for loss, damage, or injury to persons or property of Buyer or others arising out of the use or possession of the Goods. 5.6 Seller may end Buyer▇▇▇▇▇’s right to possession and use of the Goods with immediate effect if: 5.5.1 5.6.1 payment under the Contract becomes overdue; or 5.5.2 5.6.2 Buyer becomes Insolvent (as defined in Condition 5.75.8); or 5.5.3 5.6.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 5.6.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 5.7 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer▇▇▇▇▇’s right to possession and use has terminated. 5.7 5.8 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 4 contracts

Sources: Sales Contract, Sales Contract, Sales Contract

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and cleared funds in clearedfunds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes toundertakesto: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminateimmediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; 9.5.5 or if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT and GST) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to BuyertheBuyer:

Appears in 3 contracts

Sources: Sales Contracts, Sales Contracts, Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer ▇▇▇▇▇ holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer▇▇▇▇▇’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer▇▇▇▇▇’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 3 contracts

Sources: Standard Terms and Conditions of Sale, Sales Contracts, Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 3 contracts

Sources: Sales Contracts, Sales Contracts, Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until (a) it has received in full and cleared funds all sums due to it in respect of the Goods; or (b) if payment is by letter of credit, when documents are accepted by the issuing or confirming bank and such payment is assured. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer ▇▇▇▇▇ holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Buyer assumes all risk and liability for the use of the Goods, whether used singly or in combination with other substances, and for loss, damage, or injury to persons or property of Buyer or others arising out of the use or possession of the Goods. 5.6 Seller may end Buyer▇▇▇▇▇’s right to possession and use of the Goods with immediate effect if: 5.5.1 5.6.1 payment under the Contract becomes overdue; or 5.5.2 5.6.2 Buyer becomes Insolvent (as defined in Condition 5.75.8); or 5.5.3 5.6.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 5.6.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VATSST) thereon. 5.6 5.7 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer▇▇▇▇▇’s right to possession and use has terminated. 5.7 5.8 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 3 contracts

Sources: Terms and Conditions, Sales Contract, Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 2 contracts

Sources: Sales Contracts, Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership (eigendom) of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller (houderschap) and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers establishes a right of pledge (pandrecht) or in any way charges encumbers (bezwaren) any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence permission at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 2 contracts

Sources: Sales Contracts, Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition Clause 4. 5.2 The legal and beneficial ownership (eigendom) of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition Clause 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller (houderschap) and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition Clause 5.7); or 5.5.3 if Buyer encumbers establishes a right of pledge (pandrecht) or in any way charges encumbers (bezwaren) any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence permission at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 2 contracts

Sources: Sales Contracts, Terms and Conditions

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until (a) it has received in full and cleared funds all sums due to it in respect of the Goods; or (b) if payment is by letter of credit, when documents are accepted by the issuing or confirming bank and such payment is assured. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Buyer assumes all risk and liability for the use of the Goods, whether used singly or in combination with other substances, and for loss, damage, or injury to persons or property of Buyer or others arising out of the use or possession of the Goods. 5.6 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 5.6.1 payment under the Contract becomes overdue; or 5.5.2 5.6.2 Buyer becomes Insolvent (as defined in Condition 5.75.8); or 5.5.3 5.6.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 5.6.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VATSST) thereon. 5.6 5.7 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 5.8 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 2 contracts

Sources: Terms and Conditions, Sales Contract

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning ascribed to it in relation to Buyer:Italian Royal Decree 16 marzo 1942, n. 267 (“Bankruptcy Law”).

Appears in 2 contracts

Sources: Sales Contracts, Sales Contract

Risk and Ownership. 5.1 The risk in 8.1 Risk of damage to or loss of the Goods shall will pass to Buyer at the time Customer on completion of delivery (or deemed delivery under in accordance with Condition 47.3). 5.2 The legal and beneficial ownership 8.2 Ownership of the Goods shall remain with Seller will not pass to the Customer until it the Company has received in full and (in cash or cleared funds funds) all sums due to it in respect of of: 8.2.1 the Goods; and 8.2.2 all other sums which are or which become due to the Company from the Customer on any account. 5.3 Without prejudice to Condition 5.4, until 8.3 Until ownership of the Goods has passed to Buyerthe Customer, Buyer holds the Customer must: 8.3.1 hold the Goods in trust for Seller and undertakes to:on a fiduciary basis as the Company’s bailee; 5.3.1 8.3.2 store the Goods (at no cost to Sellerthe Company) separately from all other goods of the Customer or any third party in such a way as that they are clearly identified remain readily identifiable as the property of Seller; andCompany’s property; 5.3.2 8.3.3 not remove, destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 8.3.4 maintain the Goods in satisfactory condition; and 5.3.4 have condition insured on the Goods insured Company’s behalf for their full Price price against all risks to the reasonable satisfaction of Sellerthe Company, and will whenever requested by Seller the Company produce a certificate copy of insurance the policy of insurance. 8.4 The Customer may resell the Goods before ownership has passed to Seller it solely on the following conditions: 8.4.1 any sale will be effected in the ordinary course of the Customer’s business at full market value and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, the Customer will account to the extent required Company as its fiduciary for the proceeds of such sale up to satisfy the indebtedness value of Buyer to Sellerthe price for the Goods, as agreed under the Contract; and 8.4.2 any such sale will be a sale of the Company’s property on the Customer’s own behalf and the Customer will deal as principal when making such a sale. 5.4 Buyer is 8.5 The Customer’s right to possession of the Goods or resale under Condition 8.4 will terminate immediately if any of the circumstances set out in Condition 13.1 occur. 8.6 The Company will be entitled to use the Goods in its manufacturing process or sell recover payment for the Goods notwithstanding that ownership title in such any of the Goods has not passed to itfrom the Company. 5.5 Seller may end Buyer’s right to possession and use of 8.7 The Customer grants the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants SellerCompany, its agents, agents and employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises (with or without vehicles) where the Goods are or may be stored in order to recover them when Buyerinspect them, or, where the Customer’s right to possession and use has terminated, to recover them. 5.7 In these T&Cs8.8 Where the Company is unable to determine whether any goods are the Goods in respect of which the Customer’s right to possession has terminated, “Insolvent” has the following meaning Customer will be deemed to have sold all goods of the kind sold by the Company to the Customer in relation the order in which they were invoiced to Buyer:the Customer. 8.9 On termination of the Contract, howsoever caused, the Company’s (but not the Customer’s) rights contained in this Condition 8 will remain in effect.

Appears in 1 contract

Sources: General Conditions of Sale

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer ▇▇▇▇▇ holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer▇▇▇▇▇’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning ascribed to it in relation to Buyer:Italian Royal Decree 16 marzo 1942, n. 267 (“Bankruptcy Law”).

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, . in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 1 contract

Sources: Terms and Conditions

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.49.3 As from the time of delivery, and until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 9.3.1 store the Goods at an appropriate location in line with the standards applicable to companies conducting similar business activities (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller, it being understood that the Buyer undertakes to inform the Seller in the event that the Goods are stored in premises which are not owned by it, in which case the Buyer will provide the contact details of the owner of such premises upon request of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell on condition that the Goods remain identifiable and are not subject to transformation notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Unless otherwise agreed in writing by both parties, notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition Clause 4. 5.2 The legal and beneficial ownership (eigendom) of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition Clause 5.4, until ownership of the Goods has passed to Buyer, Buyer ▇▇▇▇▇ holds the Goods in trust for Seller (houderschap) and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer▇▇▇▇▇’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition Clause 5.7); or 5.5.3 if Buyer encumbers establishes a right of pledge (pandrecht) or in any way charges encumbers (bezwaren) any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence permission at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer▇▇▇▇▇’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer ▇▇▇▇▇ holds the Goods in trust for Seller and undertakes to, without any judicial authorisation: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer▇▇▇▇▇’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer▇▇▇▇▇’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 8.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 47. 5.2 The 8.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 8.2.1 all sums due to it in respect of the Goods; and 8.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 8.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 8.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 8.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 8.3.3 maintain the Goods in satisfactory condition; and 5.3.4 8.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 8.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 8.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 8.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 8.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 8.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 8.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 8.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 8.5.6 if the Contract terminates for any reason, in which cases . 8.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 8.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 8.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 8.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT) thereon. 8.9 In these T&Csthis Condition 8, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when or may be stored where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to, without any judicial authorisation: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The legal and beneficial 9.2 Notwithstanding delivery, the ownership (eigendom) of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller (houderschap) and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer encumbers is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer establishes a right of pledge (pandrecht) or in any way charges encumbers (bezwaren) any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason. 9.6 The Seller shall be entitled to recover payment for the Goods (including by way of court action) notwithstanding that ownership of any of the Goods has not passed from the Seller. 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors the irrevocable permission at any time to enter any premises where the Goods are or may be stored in which cases order to inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods Prices together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and in cleared funds funds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes to: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminate immediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any reasonable concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; or 9.5.5 if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason. 9.6 The Seller shall be entitled to pursue recovery of payment for the Goods (including by way of court action) regardless of whether ownership of any of the Goods has passed from the Seller. 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable license at any time to enter any premises where the Goods are stored, or any premises where the Goods may be stored and to which the Buyer has the authority to grant the Seller entry, in which cases order to inspect the Goods, or, where the Buyer’s right to possession and use has terminated, to recover them. 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods Prices together with taxes (including VAT) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 1 contract

Sources: Sales Contracts

Risk and Ownership. 5.1 The risk in the Goods shall pass to Buyer at the time of delivery or deemed delivery under Condition 4. 5.2 The legal and beneficial ownership of the Goods shall remain with Seller until it has received in full and cleared funds all sums due to it in respect of the Goods. 5.3 Without prejudice to Condition 5.4, until ownership of the Goods has passed to Buyer, Buyer holds the Goods in trust for Seller and undertakes to: 5.3.1 store the Goods (at no cost to Seller) separately from all other goods in such a way as they are clearly identified as the property of Seller; and 5.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ or packaging on or relating to the Goods; and 5.3.3 maintain the Goods in satisfactory condition; and 5.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of Seller, whenever requested by Seller produce a certificate of insurance to Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to Seller, to the extent required to satisfy the indebtedness of Buyer to Seller. 5.4 Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end Buyer’s right to possession and use of the Goods with immediate effect if: 5.5.1 payment under the Contract becomes overdue; or 5.5.2 Buyer becomes Insolvent (as defined in Condition 5.7); or 5.5.3 if Buyer encumbers or in any way charges any of the Goods; or 5.5.4 if the Contract terminates for any reason, in which cases Seller will be entitled to issue Buyer with a credit note for all or any part of the Price paid by Buyer for those Goods together with taxes (including VATsale tax) thereon. 5.6 Buyer grants Seller, its agents, employees and sub-contractors an irrevocable licence license at any time during normal business hours to enter any premises where the Goods are in order to recover them when Buyer’s right to possession and use has terminated. 5.7 In these T&Cs, “Insolvent” has the following meaning in relation to Buyer:

Appears in 1 contract

Sources: Sales Contract

Risk and Ownership. 5.1 9.1 The risk in the Goods shall pass to the Buyer at the time of delivery or deemed delivery under Condition 48. 5.2 The 9.2 Notwithstanding delivery, the legal and beneficial ownership of the Goods shall remain with vested in the Seller until it the Seller has received in full and cleared funds in clearedfunds: 9.2.1 all sums due to it in respect of the Goods; and 9.2.2 all other sums which are or which become due to the Seller from the Buyer on any account whatsoever. 5.3 Without prejudice to Condition 5.4, until 9.3 Until ownership of the Goods has passed to the Buyer, the Buyer holds the Goods in trust for the Seller as the Seller’s bailee and undertakes toundertakesto: 5.3.1 9.3.1 store the Goods (at no cost to the Seller) separately from all other goods of the Buyer or any third party in such a way as they are clearly identified as the property of the Seller; and 5.3.2 9.3.2 not destroy, deface or obscure any identifying ▇▇▇▇ mark or packaging on or relating to the Goods; and 5.3.3 9.3.3 maintain the Goods in satisfactory condition; and 5.3.4 9.3.4 have the Goods insured for their full Price against all risks to the reasonable satisfaction of the Seller, whenever requested by the Seller produce a certificate copy of the policy of insurance to the Seller and procure that any insurance proceeds received in respect of lost or damaged Goods are paid to the Seller, to the extent required to satisfy the indebtedness of the Buyer to the Seller. 5.4 9.4 The Buyer is entitled to use the Goods in its manufacturing process or sell the Goods notwithstanding that ownership in such Goods has not passed to it. 5.5 Seller may end 9.5 The Buyer’s right to possession and use of the Goods with immediate effect ifshall terminateimmediately: 5.5.1 9.5.1 if payment of any invoice under the Contract by the Buyer becomes overdue; or 5.5.2 9.5.2 if the Buyer becomes Insolvent (as defined in Condition 5.7)Insolvent; or 5.5.3 9.5.3 on the Seller giving the Buyer written notice that it has any concerns regarding the financial standing of the Buyer; or 9.5.4 if the Buyer is in breach of any of its obligations under the Contract or any other contract between the Seller and the Buyer; 9.5.5 or if the Buyer encumbers or in any way charges any of the Goods; or 5.5.4 9.5.6 if the Contract terminates for any reason, in which cases . 9.6 The Seller will shall be entitled to issue Buyer with a credit note recover payment for all or the Goods (including by way of court action) notwithstanding that ownership of any part of the Price paid by Buyer for those Goods together with taxes (including VAT) thereonhas not passed from the Seller. 5.6 9.7 The Buyer grants the Seller, its agents, employees and sub-contractors an irrevocable licence at any time during normal business hours to enter any premises where the Goods are or may be stored in order to recover them when inspect them, or, where the Buyer’s right to possession and use has terminated, to recover them. 5.7 9.8 If the Buyer’s right to possession and use of the Goods terminates in accordance with Condition 9.5, the Seller will be entitled to issue the Buyer with a credit note for all or any part of the Prices together with taxes (including VAT and GST) thereon. 9.9 In these T&Csthis Condition 9, “Insolvent” has the following meaning in relation to the Buyer:

Appears in 1 contract

Sources: Sales Contracts