Title to Systems Sample Clauses
The "Title to Systems" clause establishes which party holds legal ownership of specific systems, equipment, or technology referenced in the agreement. Typically, it clarifies whether the buyer or seller retains title to hardware, software, or infrastructure during and after the contract term, and may address the timing of title transfer, such as upon delivery, installation, or payment. This clause is essential for preventing disputes over ownership rights, ensuring both parties understand who is responsible for the systems at each stage of the transaction.
Title to Systems. Provider shall retain title to and be the legal and beneficial owner of each System at all times. Absent further written election by Provider, each System shall (i) remain the personal property of Provider, and shall not attach to or be deemed a part of, or fixture to, any Property, and (ii) at all times retain the legal status of personal property as defined under Article 9 of the applicable Uniform Commercial Code. Customer warrants and represents that it shall keep the System free from all Liens (other than those created by Provider or its creditors or lenders). Provider shall be entitled to, and is hereby authorized to, file one or more precautionary UCC Financing Statements or fixture filings, as applicable, in such jurisdictions as it deems appropriate with respect to the Systems, in order to protect its title to and rights in the Systems. The Parties intend that, absent any election by Customer in connection with any Early Termination or other assignment, termination or expiration hereof, neither Customer nor any party related to Customer shall acquire the right to operate the System or be deemed to operate the System for purposes of Section 7701(e)(4)(A)(i) of the Code, as amended, and the terms of this Agreement shall be construed consistently with the intention of the Parties. Customer shall provide timely notice of Provider’s title and sole ownership of each System to all Persons that have, or may come to have, an interest in or lien upon the real property comprising the Properties, including the Site(s). If Provider determines to treat any component of any System as real property, it will so notify Customer in writing along with the reasons therefore, and any required third party consents arising by reason of such characterization, and in any such case of such characterization, Provider will be responsible for any ad valorem real property taxes which may be imposed upon Customer as a result of Provider’s characterization of the Systems as such. As between the Parties, Provider shall retain the exclusive right to take or sell all System products, including electricity, electrical capacity and all Environmental Attributes, subject, however, in all cases to the Provider’s obligations to deliver the Solar Services, including electricity, to the Customer, and the Customer’s obligations to purchase Solar Services, including electricity, actually produced and delivered to the Customer.
Title to Systems. 13 Article VII. TERM. 15
Title to Systems. Provider shall retain title to and be the legal and beneficial owner of each System at all times. Absent further written election by Provider, each System shall (i) remain the personal property of Provider and shall not attach to or be deemed a part of, or fixture to, any Property, and (ii) at all times retain the legal status of personal property as defined under Article 9 of the applicable Uniform Commercial Code. Customer warrants and represents that it shall keep the System free from all Liens (other than those created by Provider or its creditors). Provider shall be entitled to, and is hereby authorized to, file one or more precautionary UCC Financing Statements or fixture filings, as applicable, in such jurisdictions as it deems appropriate with respect to the Systems in order to protect its title to and rights in the Systems. The Parties intend that neither Customer nor any party related to Customer shall acquire the right to operate the System or be deemed to operate the System for purposes of Section 7701(e)(4)(A)(i) of the Internal Revenue Code, as amended, and the terms of this Agreement shall be construed consistently with the intention of the Parties. Customer shall provide timely notice of Provider’s title and sole ownership of each System to all Persons that have, or may come to have, an interest in or lien upon the real property comprising the Properties. Notwithstanding the foregoing, Financing Party may hold title to the Systems pursuant to a sale/leaseback or partnership flip transaction.
Title to Systems. 6.01 Title to Systems 20 6.02 Ownership of Attributes 20 6.03 Ownership of Rebates; Customer Rebate Assistance. 20 6.04 Capacity & Ancillary Services 21 6.05 Risk of Loss; Exclusive Control 21 6.06 Provider Liens 21 6.07 Taxes and Assessments. 21 6.08 Customer Requested Shutdown. 22 7.01 Term 22 7.02 Early Termination by Provider 22 7.03 Early Termination by Customer 23 7.04 Customer Purchase Option. 23 7.05 Determination of Fair Market Value. 24
Title to Systems. Throughout the duration of the Agreement, a Provider or Provider’s Financing Party(ies) shall be the legal and beneficial owner(s) of the Systems at all times, and the Systems shall remain the personal property of such Provider or Provider’s Financing Party(ies).
Title to Systems