Buyer’s termination for convenience a. The Buyer may terminate this Contract at any time by giving not less than 20 Business Days’ Notice to the Supplier.
b. If the Buyer terminates the Contract under this clause then, subject to all other clauses of this Contract, the Buyer will pay the Supplier for all Goods supplied up to the End Date.
Buyer’s termination for convenience. During any renewal term of this Agreement, Buyer may, upon at least one hundred eighty (180) days' prior written notice to Seller, terminate this Agreement for Buyer's convenience; provided that such termination shall not affect any outstanding Purchase Orders.
Buyer’s termination for convenience. In addition to any other rights of Buyer to cancel or terminate this Agreement, subject to Section III.B. Buyer may terminate this Supply Agreement at any time and for any reason by giving sixty (60) days’ prior written notice to Seller. Notwithstanding such termination, unless otherwise agreed to by the Parties, Seller agrees to continue and complete performance on any open POs then pending or outstanding.
Buyer’s termination for convenience. Buyer may, at any time, terminate this Agreement for convenience by delivering 365 days prior written notice to Seller (the “Early Termination Notice”), in accordance with the following:
(a) The Agreement will terminate at the end of the monthly billing cycle that is three hundred sixty- five (365) days from the date of the Termination Notice (the “Early Termination Date).
(b) Upon receipt of a valid Early Termination Notice from Buyer, Seller shall use commercially reasonable efforts to find a third-party purchaser of the power produced from the Facility. The value associated with this third-party power purchase agreement shall be calculated by a DCF analysis with future estimated net cashflow of the third-party power purchase agreement discounted at a rate of 8% per annum (the “Seller Replacement Value”). DCF revenue will include revenue from selling power and the cash value, if any, accruing to Environmental Attributes, Environmental Incentives and Tax Incentives. DCF costs will include, but are not limited to, all capital expenditures necessary to connect to a third-party delivery point, incremental transmission costs incurred and Cash operating expenses for the period between the Early Termination Date and the end of the Delivery Period.
(c) If the Agreement is terminated pursuant to this Section 8.4, Buyer will owe to Seller a payment based on the Schedule set forth on Exhibit F, adjusted for partial year as applicable, and subtracting the Seller Replacement Value (the “Early Termination Payment”). If Seller is unable to find a replacement power purchase arrangement prior to the Early Termination Date then the Seller Replacement Value will be determined to be zero and Buyer will owe the full Early Termination Payment set forth on Exhibit G. For the avoidance of doubt, the Early Termination Payment will under no circumstances be less than zero. The Early Termination Payment shall be paid in accordance with Section 6.3.
(d) The Parties agree to work together prior to the Early Termination Date as may be necessary to take any actions reasonably necessary to effectuate such termination. For the avoidance of doubt, once delivered, any notice of termination shall be irrevocable unless otherwise agreed by Seller in writing.
Buyer’s termination for convenience. Buyer may terminate for its convenience and without cause this Agreement and/or any purchase orders issued against this Agreement at any time in whole or part by delivering [***] written notice of termination to Seller. Seller may terminate for its convenience and without cause this Agreement and/or any purchase orders issued against this Agreement at any time in whole or part by delivering [***] written notice of termination to Seller. Seller shall make every reasonable effort to cancel all applicable purchase orders and reduce inventory through return for credit programs, allocating materials for alternate programs if applicable, reselling, and all other appropriate actions in order to mitigate charges associated with finished goods, work in process, and raw materials resulting from cancellation. Any costs that may be incurred to make such mitigation will be reviewed by the Buyer and approved by Buyer prior to any commitment by Seller to incur such costs. Buyer’s liability to Seller for any quantity of Excess Components and/or Obsolete Components procured by Seller pursuant to Section 4.3 shall be limited to Seller’s current quoted price plus material overhead as set forth in Attachment A. In no case, however, shall Buyer’s liability for termination of this Agreement or of any Purchase Orders pursuant to Section 8.3 of this Agreement exceed the following:
A. For Products scheduled for delivery within [***] from the date of termination of this Agreement, Buyer will be liable for up to [***] of purchase price.
B. For Products scheduled for delivery [***] from date of termination of this Agreement, Buyer will be liable for actual work in process (materials plus labor incurred).
C. For Products scheduled for delivery [***] from the date of termination of this Agreement, Buyer will not be liable for any costs incurred by Seller, other than reasonable transition cost.
D. For Obsolete Components under Section 7.6, current quoted price plus material overhead plus a [***] handling fee as set forth in Attachment A for the material acquired pursuant to Section 4.3.2. Upon written notice to Seller from Buyer for return of the material, Seller shall immediately deliver to Buyer said material with title and risk of loss passing to Buyer upon delivery of said material. Payment terms are as set forth in section 5.5. *** = CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED P...
Buyer’s termination for convenience. In addition to any other rights of Buyer to terminate the Contract, Buyer may terminate all or any part of the Contract at any time and for any reason by giving thirty (30) days’ written notice to Seller. Seller may not terminate at its option. Upon receipt of such notice, Seller will immediately stop work on the Contract or the terminated portion thereof and notify any subcontractors to stop work. In the event of termination under this Section 10.2, Buyer will pay Seller for:
(a) unpaid Products previously delivered and accepted which fully conforms to the requirements of the applicable Contract.
(b) any outstanding balance owed to Seller for tooling that fully conforms to the requirements of the applicable Contract.
(c) undelivered finished Products that: (1) fully conform to the requirements of the applicable Contract; (2) were produced in accordance with delivery or Release schedules approved by Buyer and outstanding as of the date the termination was effective; and (3) are transferred to Buyer.