Purchase Order “Purchase Order” shall have the meaning set forth in Section 7.1.
Acceptance of Purchase Orders Unless FRESENIUS informs TRANSMEDICS otherwise in writing within 10 Business Days of its receipt of a Purchase Order, the Purchase Order shall be deemed accepted by FRESENIUS. The only grounds upon which FRESENIUS may reject a THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [***] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Purchase Order shall be that the Purchase Order: (i) sets forth a delivery schedule that is inconsistent with Sections 5.1 and 6.1, or (ii) if TRANSMEDICS has not paid three consecutive invoices. Should the requested delivery date set forth on a Purchase Order not be reasonably achievable by FRESENIUS, FRESENIUS will inform TRANSMEDICS thereof within 5 Business Days following receipt of the Purchase Order and at the same time will propose an alternative ship date, the acceptance thereof not to be unreasonably withheld by TRANSMEDICS. A request by FRESENIUS to change the ship date shall not be deemed to be a rejection of a Purchase Order.
Delivery Schedule The scheduled months of delivery of the Aircraft are listed in the attached Table 1. Exhibit B describes certain responsibilities for both Customer and Boeing in order to accomplish the delivery of the Aircraft.
Title Type of Work Registration No Registration Date Copyright Claimant Colorado Springs, CO, telephone directory, use through January 2007. Text TX0006336412 4/28/2006 Dex Media, Inc. Colville, WA, and surrounding area telephone directory, use through October 2007. Text TX0006444913 10/6/2006 Dex Media, Inc. Corvallis, CO, and surrounding area, alphabetical listings for Albany and surrounding area, use through Oct. 2007. Text TX0006483516 11/7/2006 Dex Media, Inc. Council Bluffs, IA & surrounding areas telephone directory, June 2007. Text TX0006399774 7/17/2006 Dex Media, Inc. Craig, CO, Meeker, Steamboat Springs telephone directory, use through August 2007. Text TX0006426721 8/30/2006 Dex Media, Inc. Davenport, IA, Bettendorf, Scott County telephone directory, use through October 2007. Text TX0006450386 11/7/2006 Dex Media, Inc. Decorah, IA, Elkader, West Union and surrounding area, telephone directory, use through January 2007. Text TX0006329602 4/27/2006 Dex Media, Inc. Denver, CO, covering the metro area (south) Plus telephone directory, use through December 2007. Text TX0006505993 2/2/2007 Dex Media, Inc. Denver, CO, covering the Metro area, telephone directory, use through December 2007. Text TX0006505955 2/2/2007 Dex Media, Inc. Denver, CO, metro area (east) telephone directory, use through December 2007. Text TX0006507709 2/2/2007 Dex Media, Inc. Denver, CO, metro area (west) telephone directory, use through December 2007. Text TX0006507708 2/2/2007 Dex Media, Inc. Des Moines, IA, and surrounding area, telephone directory, use through November 2007. Text TX0006493357 1/5/2007 Dex Media, Inc. Detroit Lakes, MI, telephone directory, use through 2007. Text TX0006357693 6/15/2006 Dex Media, Inc. Detroit Lakes, MN, and surrounding area, telephone directory, use through May 2006. Text TX0006309112 3/1/2006 Dex Media, Inc. Dex Plus-Twin Cities, MN, Minneapolis and surrounding area/Dex Plus-Twin Cities, St. Paul and surround area, use through April 2007. Text TX0006363132 5/17/2006 Dex Media, Inc. Dickinson, NC, telephone directory, February 2007. Text TX0006351989 4/28/2006 Dex Media, Inc. Dubuque, IA, telephone directory, use through September 2007. Text TX0006435132 10/6/2006 Dex Media, Inc. Durango, CO, Cortez, telephone directory, use through May 2007. Text TX0006357682 6/15/2006 Dex Media, Inc. East Central Minnesota, telephone directory, use through 2007. Text TX0006336347 4/27/2006 Dex Media, Inc. East County, OR, telephone directory, use through February 2007. Text TX0006319866 3/27/2006 Dex Media, Inc. East Tucson, AZ, area telephone directory, use through January 2007. Text TX0006299846 2/23/2006 Dex Media, Inc. East Valley, AZ, telephone directory, use through September 2007. Text TX0006449537 10/27/2006 Dex Media, Inc. East Valley PLUS, and surrounding area, use through September 2007. Text TX0006434775 10/6/2006 Dex Media, Inc. Eastern Montana, telephone directory, use through December 2007. Text TX0006538755 1/5/2007 Dex Media, Inc. Edina, MO, St. Louis Park, telephone directory, use through April 2007. Text TX0006346520 5/16/2006 Dex Media, Inc. Englewood, CO, Littleton, Centennial, Highlands Ranch, South Metro Denver, telephone directory, use through June 2007. Text TX0006399802 7/17/2006 Dex Media, Inc. Estes Park, Allenspark, Glen Haven and surrounding area, use through June 2007. Text TX0006372868 6/13/2006 Dex Media, Inc. Eugene, OR, Springfield, Lane County telephone directory, June 2007. Text TX0006369892 6/13/2006 Dex Media, Inc. Eugene/Springfield plus - use through June 2007. Text TX0006374163 6/13/2006 Dex Media, Inc. Evanston/Demmerer--and surrounding area, telephone directory, use through October 2007. Text TX0006455399 11/7/2006 Dex Media, Inc. Evergreen, CO, telephone directory, use through January 2007. Text TX0006336856 4/28/2006 Dex Media, Inc. Fargo, ND, Moorhead, telephone directory, use through March 2007. Text TX0006336418 4/27/2006 Dex Media, Inc. Faribault, MN, Owatonna telephone directory, use through October 2007. Text TX0006450301 11/7/2006 Dex Media, Inc. Farmington, NM, Aztec, Blanco & others, telephone directory, use through February 2007. Text TX0006337696 4/28/2006 Dex Media, Inc. Fergus Falls, MN, telephone directory, use through September 2007. Text TX0006450380 11/7/2006 Dex Media, Inc. Flagstaff, AZ, and surrounding area, telephone directory, use through May 2007. Text TX0006342725 5/31/2006 Dex Media, Inc. Annex 3 to Guarantee and Collateral Agreement
Designated Equipment; Designated Locations The System and the Data Access Services shall be used and accessed solely on and through the Designated Configuration at the offices of the Fund or the Fund Accountants in Xxxxxxxxx, Xxxxxxxx xx Xxxxxx Xxxxx, Xxxxxxxx (“Designated Locations”).
Additional Equipment RX agrees to install and/or supply additional Equipment, as determined by mutual agreement of the parties, at no additional cost to Six Flags.
Purchase Orders Contemporaneously with its delivery of a Forecast, Prometheus shall deliver to GSK a purchase order (each, a "Purchase Order") for any Product volumes in such Firm Zone for which Purchase Orders have not already been submitted in prior months, and such Product volumes shall be equivalent to full increments of GSK's standard batch size for each Product as per Schedule 3.1. Each Purchase Order shall specify the volumes of Products ordered, and the Delivery Date the Product is to be made available to Prometheus for pick-up by Prometheus' designated carrier or freight forwarder. Purchase Orders may be delivered electronically or by other means to such location as GSK shall reasonably designate. Prometheus shall issue each Purchase Order to GSK not less than one hundred twenty (120) days prior to (i) the Delivery Date on which Prometheus has requested GSK to deliver Product pursuant to each such Purchase Order, and (ii) the termination of this Agreement pursuant to Section 14.2(a) or the expiration of the Term. Provided that the Product volumes conform to the Firm Zone volumes under Section 2.2 and requested Delivery Dates on any Purchase Order conform to the requirements of the immediately preceding sentence, GSK will review and accept such Purchase Order within five (5) Business Days after receipt thereof. If Product volumes or requested Delivery Dates on any Purchase Order do not so conform in any respect, then such Purchase Order shall be reviewed and handled by the parties in accordance with Section 2.4. In the absence of the receipt by GSK of a Purchase Order for any volumes in the Firm Zone, the volumes forecast in such Firm Zone shall constitute a binding Prometheus Purchase Order. Purchase Order quantities Delivered by GSK may vary by ± [***] percent ([***]%) from the quantities ordered. Such variances shall not constitute a breach of contract by GSK, provided that Prometheus shall only be obligated to pay for the amount of invoiced Product actually received, subject to Sections 6.2 and 6.3. Notwithstanding anything to the contrary herein, following the date on which Prometheus has received the required Regulatory Authority Consents to manufacture the Products at its own facility, or at a Third Party facility as described in Section 4.6, Prometheus may elect to no longer submit Forecasts or Purchase Orders under Sections 2.2 and 2.3 provided that Prometheus shall notify GSK in writing that it will no longer submit Forecasts and/or Purchase Orders. If Prometheus provides such notice, then GSK shall only be obligated to accept any Purchase Orders that conform with the last monthly Forecast and such corresponding Firm Zone submitted by Prometheus prior to such notice. For the avoidance of doubt, Prometheus may continue to submit monthly Forecasts per Section 2.2 (even if Prometheus already has received the required Regulatory Authority Consents for manufacture as described in Section 4.6) and the Parties' obligations to submit and accept Purchase Orders shall continue to be governed by Sections 2.3 and 2.4 during the Term and subject to conditions per Section 4.4(a) and 14.2(b). *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
Forecasts and Purchase Orders On or before the twelfth (12th) day of each month, beginning on January 12, 2022, Indivior shall furnish to Curia a written twelve (12) month rolling forecast of the quantities of Product that Indivior intends to order from Curia during such period ("Rolling Forecast"). The first six (6) months of such Rolling Forecast shall constitute a firm and binding commitment to order quantities of Product specified therein ("Firm Period Forecast"), and the following six (6) months of the Rolling Forecast shall be non-binding, good faith estimates. Each month of the Rolling Forecast shall begin on the twelfth (12th) of the calendar month in which such Rolling Forecast is submitted and end on the eleventh (11th) day of the following calendar month. With exception to the Firm Period Forecast, Curia reserves the right to reject any Rolling Forecast that does not align with the physical Processing capabilities of the Facility(ies) and the parties shall work in good faith to adjust the Rolling Forecast based on available resources, Facility capacity and other relevant factors. Indivior shall have the right to request an increase of the Firm Period Forecast to include additional units of Product. Curia may, in its sole discretion, supply such additional quantities, subject to Curia's other supply commitments and manufacturing capacity. In the event Curia agrees to supply such additional quantities, Indivior shall submit a Purchase Order for such additional quantities, with the required lead times as specified below. In no event shall Curia's inability to fulfill Purchase Orders for quantities in excess of the Firm Period Forecast be deemed a breach of this Agreement, nor relieve Indivior of its obligations under this Agreement. Indivior shall submit with each Rolling Forecast, a non-cancelable Purchase Order for the Firm Period Forecast (or such portion of the Firm Period Forecast not covered by previously submitted Purchase Orders). Indivior may alternatively submit Purchase Orders for certain portions of the Firm Period Forecast subsequent to the submission of the Rolling Forecast, provided the Purchase Orders provide the required lead time for Processing as set forth below. Curia shall notify Indivior of acceptance of the Rolling Forecast and any Purchase Order within seven (7) business days of receipt. Curia shall be deemed to have accepted Purchase Orders which it does not acknowledge within seven (7) business days of receipt. Curia shall have the right to reject Rolling Forecasts and Purchase Orders that are inconsistent with this Agreement. Each Purchase Order shall specify the quantity of Product being ordered, and the desired delivery date. Upon mutual agreement in writing for additional quantities of Product beyond the Firm Period Forecast, including projected delivery date(s), Indivior shall issue the applicable Purchase Order to be accepted by Curia as described above. Once placed, all Purchase Orders for Product shall be non-cancelable. No different or additional terms or conditions set forth in any Purchase Order shall modify in any way the terms and conditions of this Agreement, and in the event of a conflict between terms in any Purchase Order and this Agreement, the terms of this Agreement shall control. All Purchase Orders submitted in accordance with the terms of this Agreement shall be effective and binding on the parties upon acceptance by Curia. Except as otherwise provided herein, neither party shall have the right or power to refuse, reduce, or otherwise modify their obligations under any Purchase Order; however, Purchase Orders may be amended (i) upon written mutual agreement regarding such modification that is signed by both parties; or (ii) as otherwise provided in this Section 4.3 or Section 4.4.
Statement of Work Independently and not as an agent of the Government, the Contractor shall furnish all the necessary services, qualified personnel, material, equipment, and facilities, not otherwise provided by the Government as needed to perform the Statement of Work, SECTION J, ATTACHMENT 1, April 30, 2004, attached hereto and made a part of this contract.
Auction Schedule; Method of Submission of Orders (a) The Fund and the Auction Agent shall conduct Auctions for Preferred Shares in accordance with the schedule set forth below. Such schedule may be changed at any time by the Auction Agent with the consent of the Fund, which consent shall not be withheld unreasonably. The Auction Agent shall give notice of any such change to BD. Such notice shall be received prior to the first Auction Date on which any such change shall be effective. Time Event ---- -----
