Common use of Buyer’s Failure to Receive Clause in Contracts

Buyer’s Failure to Receive. In the event that Buyer fails to receive all or part of the Product specified by the Receipt Deadline and such failure is not excused by Seller’s failure to perform or by an event of Force Majeure, then Buyer shall pay Seller, within five (5) Business Days of invoice receipt, an amount equal to the positive difference, if any, obtained by subtracting the Sales Price from the Contract Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Buyer failed to receive; provided, however, that if Seller, after using commercially reasonable efforts, is unable to resell all or a portion of the Contract Quantity which Buyer failed to receive, the Sales Price with respect to such Contract Quantity that Seller is unable to resell shall be deemed to be equal to zero (0). “Sales Price” means the price at which Seller, acting in a commercially reasonable manner, resells the Product not received by Buyer or, absent a sale, the market price for such Product as determined by Seller in a commercially reasonable manner.

Buyer’s Failure to Receive. In the event that Buyer fails to receive all or part of the Product specified for each Receipt Deadline by the relevant Receipt Deadline and such failure is not excused by Seller’s failure to perform or by an event of Force Majeure, then Buyer shall pay Seller, within five (5) Business Days of invoice receipt, an amount equal to the positive difference, if any, obtained by subtracting the Sales Price from the Contract Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Buyer failed to receive; provided, however, that if Seller, after using commercially reasonable efforts, is unable to resell all or a portion of the Contract Quantity which Buyer failed to receive, the Sales Price with respect to such Contract Quantity that Seller is unable to resell shall be deemed to be equal to zero (0). “Sales Price” means the price at which Seller, acting in a commercially reasonable manner, resells the Product not received by Buyer or, absent a sale, the market price for such Product as determined by Seller in a commercially reasonable manner.

Buyer’s Failure to Receive. In the event that Buyer fails to receive all or part of the Product specified by the Initial Receipt Deadline or the Receipt Deadline, as applicable, and such failure is not excused by Seller’s failure to perform or by an event of Force Majeure, then Buyer shall pay Seller, within five (5) Business Days of invoice receipt, an amount equal to the positive difference, if any, obtained by subtracting the Sales Price from the Contract Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Buyer failed to receive; provided, however, that if Seller, after using commercially reasonable efforts, is unable to resell all or a portion of the Contract Quantity which Buyer failed to receive, the Sales Price with respect to such Contract Quantity that Seller is unable to resell shall be deemed to be equal to zero (0). “Sales Price” means the price at which Seller, acting in a commercially reasonable manner, resells the Product not received by Buyer or, absent a sale, the market price for such Product as determined by Seller in a commercially reasonable manner.

Buyer’s Failure to Receive. In the event that Buyer fails to receive all or part of the Product specified for each Receipt Deadline by the relevant Receipt Deadline and such failure is not excused by Seller’s failure to perform or by an event of Force Majeure, then Buyer shall pay Seller, within five (5) Business Days of invoice receipt, an amount equal to the positive difference, if any, obtained by subtracting the Sales Price from the Contract Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Buyer failed to receive; provided, however, that if Seller, after using commercially reasonable efforts, is unable to resell all or a portion of the Contract Quantity which Buyer failed to receive, the Sales Price with respect to such Contract Quantity that Seller is unable to resell shall be deemed to be equal to zero (0). “Sales Price” means the price at which Seller, acting in a commercially reasonable manner, resells the Product not received by Buyer or, absent a sale, the market price for such Product as determined by Seller in a commercially reasonable mannermannerAuction Clearing Price for the Zone where Product is required to be delivered under this Confirmation Agreement.