Purchaser acknowledges and agrees that ownership of the Products specified in the Order will pass to the Purchaser only upon full payment of the price of the Products and, to the extent allowable by applicable laws, regulations or rules, whether inside and outside the Taiwan, if all or any part of the Price is, pursuant to the Order, not payable on or before the delivery of any Products, Purchaser, as security for the proper and timely payment of the Price and any other amounts payable by Purchaser under the Terms of Sale, hereby grants, conveys, and assigns to CHEM, and its successors and assigns, a purchase-money security interest in the Products and all proceeds (as defined in applicable laws, regulations or rules) of the Products (collectively, the “Collateral”). The parties acknowledge and agree that the Products are “purchase-money collateral” and the Price is a “purchase-money obligation.” By accepting the Offer in writing, Purchaser authenticates a “security agreement” existing and thereby authorizes CHEM to proceed the filing of all necesary documents, and any amendments thereto, covering the Collateral. Purchaser represents and warrants to CHEM that the Sales Quote accurately and completely sets forth Purchaser’s name, address, entity type (if applicable) and state of organization (if applicable). While any portion of the Price remains unpaid, Purchaser will not change its name or state of organization (by merger or otherwise) without sending CHEM written notice of such change at least thirty (30) days prior to such change becoming effective. Purchaser will maintain adequate insurance against all risks, physical damage, casualty loss, fire and/or theft of the Products for so long as the security interest is in effect. If Purchaser is in breach of the Terms of Sale, then CHEM may, in addition to any other rights or remedies available to CHEM (including, without limitation, remedies available under this Terms of Sale or any other applicable laws, regulations or rules), at any time enter Purchaser’s premises (including, without limitation, the premises of Purchaser’s assignee, its successor, and its performances assistant) and repossess any Products as to which CHEM retains title or with respect to which CHEM has a security interest and may thereafter sell or dispose of such Products and apply the proceeds first to its expenses incurred in repossessing and selling said Products and then to the outstanding balance on Purchaser’s unpaid and past due accounts or deficiencies.