Common use of Buyer Failure to Accept Delivery Clause in Contracts

Buyer Failure to Accept Delivery. If Buyer is the Failing Party, Buyer shall pay to Seller, on the date payment would otherwise be due in respect of the month in which the failure occurred, an amount for each Gallon/Barrel (as applicable) of the Product of such deficiency equal to (i) the price agreed to for the specific Transaction plus any storage, transportation or other costs reasonably incurred by Seller in reselling the Product minus (ii) the market price at which Seller, acting in a commercially reasonable manner, is able, or absent an actual sale, would be able (FOB Delivery Location), to sell or otherwise dispose of the Product as determined by Seller in a commercially reasonable manner; except that if such difference is zero or negative, then neither Party shall have any obligation to make any deficiency payment to the other. Failure to pay any amount due pursuant to paragraph (a) and paragraph (b) above will be deemed an Event of Default under this “Default” section if such failure is not cured within two New York Banking Days following receipt of written notice of such failure from the other Party.