Delivery and Default Sample Clauses

Delivery and Default. 2.1 Prior to delivery to the Buyer, the Seller shall check and ensure that all Goods are properly packaged, packed, marked, labelled and stored in accordance with the specifications or recommendations of the manufacturer. 2.2 The Goods shall be delivered by the Seller in accordance with the specific requirements as set out in the Purchase Order, such as the type and quantity of the Goods, the location and time of delivery. Each delivery shall be accompanied by a copy of the corresponding Purchase Order. The Seller shall ensure that it obtains a receipt from the Buyer when the Goods are delivered, but such receipt shall not constitute an acknowledgement that the Goods therein mentioned are acceptable or satisfactory to the Buyer. 2.3 The Buyer may change any delivery schedule by prior notice to the Seller (whether in relation to the place or the time of delivery of all or part of the Goods covered by such Purchase Order). The Buyer may cancel any Purchase Order wholly or in part by notice to the Seller at any time after the issue of Purchase Order but before delivery of the Goods. 2.4 Following the receipt of a Purchase Order issued by the Buyer, if the Goods are not delivered within the required delivery time, the Buyer may, without prejudice to any other rights which the Buyer may have against the Seller, terminate the Purchase Order, or reject the Goods (in whole or in part) and return them to the Seller at the own risk and expense of the Seller, and/or recover from the Seller any costs incurred by the Buyer in obtaining substitute Goods from a third party.
AutoNDA by SimpleDocs
Delivery and Default. Time is of the essence in the performance of this Agreement. Delivery shall not be deemed to be complete until products or services have actually been accepted by Buyer. Delivery of products or services must be made within the time specified in this Agreement or applicable order. If any delivery is threatened to be delayed, Seller shall promptly give notice to Buyer’s purchasing department of such delay or threatened delay. On default by Seller, Buyer may, by written notice, terminate the whole or any part of this Agreement or any affected order. In the event of termination pursuant to this section, Buyer shall have the right, in addition to any other rights and remedies conferred by law or under this Agreement, to procure, upon such terms and in such manner as Buyer may deem appropriate, products or services similar to those terminated, and Seller shall be liable to Buyer for any excess costs for such similar products or services. Buyer may refuse delivery of products made more than one week in advance of its delivery schedule specified herein and may return such products to Seller at Seller’s expense.
Delivery and Default. Time is of the essence in the performance of this Agreement. Delivery shall not be deemed to be complete until prod- ucts or services have actually been accepted by Buyer. Delivery of products or services must be made within the time specified in this Agreement or applicable order. If any delivery is threatened to be delayed, Seller shall promptly give notice to Buyer’s purchasing department of such delay or threatened delay. On default by Seller, Buyer may, by written notice, terminate the whole or any part of this Agreement or any affected order. In the event of termination pursuant to this sec- tion, Buyer shall have the right, in addition to any other rights and remedies conferred by law or under this Agreement, to procure, upon such terms and in such manner as Buyer may deem appropriate, products or services similar to those terminated, and Seller shall be liable to Buyer for any excess costs for such similar products or ser- vices. Buyer may refuse delivery of products made more than one week in advance of its delivery schedule specified herein and may return such products to Seller at Seller’s expense.

Related to Delivery and Default

  • Answer and Default An answer and any counterclaims to the Arbitration Notice shall be required to be delivered to the party initiating the Arbitration within twenty (20) calendar days after the Arbitration Commencement Date. If an answer is not delivered by the required deadline, the arbitrator must provide written notice to the defaulting party stating that the arbitrator will enter a default award against such party if such party does not file an answer within five (5) calendar days of receipt of such notice. If an answer is not filed within the five (5) day extension period, the arbitrator must render a default award, consistent with the relief requested in the Arbitration Notice, against a party that fails to submit an answer within such time period.

  • Termination and Default Either party, upon determination that the other party has failed or refused to perform or is otherwise in breach of any obligation or provision under this Agreement or the Contract Document, may give written notice of default to the defaulting party in the manner specified for the giving of notices herein. Termination of this Agreement by either party for any reason shall have no effect upon the rights or duties accruing to the parties prior to termination.

  • Breach and Default 7.6.1 No Breach of this Agreement shall exist where such failure to discharge an obligation (other than the payment of money) is the result of a Force Majeure event or the result of an act or omission of the other Parties. Upon a Breach, the non-breaching Party shall give written notice of such Breach to the Breaching Party. Except as provided in article 7.6.2, the Breaching Party shall have 60 calendar days from receipt of the Breach notice within which to cure such Breach; provided however, if such Breach is not capable of cure within 60 calendar days, the Breaching Party shall commence such cure within 20 calendar days after notice and continuously and diligently complete such cure within six months from receipt of the Breach notice; and, if cured within such time, the Breach specified in such notice shall cease to exist. 7.6.2 If a Breach is not cured as provided in this article, or if a Breach is not capable of being cured within the period provided for herein, a Default shall exist and the non-defaulting Parties acting together shall thereafter have the right to terminate this Agreement, in accordance with article 3.3 hereof, by written notice to the Defaulting Party at any time until cure occurs, and be relieved of any further obligation hereunder and, whether or not those Parties terminate this Agreement, to recover from the Defaulting Party all amounts due hereunder, plus all other damages and remedies to which they are entitled at law or in equity. The provisions of this article shall survive termination of this Agreement. 7.6.3 In cases where the Interconnection Customer has elected to proceed under Section 32.3.5.3 of the SGIP, if the Interconnection Request is withdrawn or deemed withdrawn pursuant to the SGIP during the term of this Agreement, this Agreement shall terminate.

  • Absence of Violations and Defaults Neither the Company nor any of the Subsidiaries is (A) in violation of its charter, bylaws or similar organizational document, each as amended or supplemented from time to time, (B) in default under any contract, indenture, mortgage, deed of trust, loan or credit agreement, note, lease or other agreement or instrument to which the Company or any of the Subsidiaries is a party or by which it or any of them may be bound or to which any of the properties or assets of the Company or any of the Subsidiaries is subject (collectively, “Agreements and Instruments”), except for such defaults that would not reasonably be expected, singly or in the aggregate, to result in a Material Adverse Effect, or (C) in violation of any law, statute, rule, regulation, judgment, order, writ or decree of any arbitrator, court, governmental body, regulatory body, administrative agency or other authority, body or agency having jurisdiction over the Company or any of the Subsidiaries or any of their respective properties, assets or operations (each, a “Governmental Entity”), except for such violations that would not reasonably be expected, singly or in the aggregate, to result in a Material Adverse Effect.

  • Representations True; No Event of Default Each of the representations and warranties of any of the Borrower and its Subsidiaries contained in this Credit Agreement, the other Loan Documents or in any document or instrument delivered pursuant to or in connection with this Credit Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the making of such Loan or the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

  • Notices of Litigation and Default Borrower will give prompt written notice to Collateral Agent and the Lenders of any litigation or governmental proceedings pending or threatened (in writing) against Borrower or any of its Subsidiaries, which could reasonably be expected to result in damages or costs to Borrower or any of its Subsidiaries of Two Hundred Fifty Thousand Dollars ($250,000.00) or more or which could reasonably be expected to have a Material Adverse Change. Without limiting or contradicting any other more specific provision of this Agreement, promptly (and in any event within three (3) Business Days) upon Borrower becoming aware of the existence of any Event of Default or event which, with the giving of notice or passage of time, or both, would constitute an Event of Default, Borrower shall give written notice to Collateral Agent and the Lenders of such occurrence, which such notice shall include a reasonably detailed description of such Event of Default or event which, with the giving of notice or passage of time, or both, would constitute an Event of Default.

  • BREACH AND DEFAULT PROVISIONS ‌ A. Stipulated Penalties OIG may assess:‌‌ 1. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.A;‌ 2. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.B;‌ 3. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.C;‌ 4. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.D;‌ 5. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.E;‌ 6. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.F;‌ 7. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.G;‌ 8. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section III.H (if applicable);‌‌ 9. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section IV;‌ 10. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section V;‌ 11. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section VII;‌ 12. A Stipulated Penalty of up to $1,000 for each day Align fails to comply with Section VIII; or‌ 13. A Stipulated Penalty of up to $50,000 for each false certification submitted by or on behalf of Align under this IA.‌

  • Notification of Defaults and Events of Default Each Lender hereby agrees that, upon learning of the existence of a Default or an Event of Default, it shall promptly notify the Administrative Agent thereof. The Administrative Agent hereby agrees that upon receipt of any notice under this §14.10 it shall promptly notify the other Lenders of the existence of such Default or Event of Default.

  • Default and Consequences of Default 12.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at the Supplier’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment. 12.2 If the Client owes the Supplier any money the Client shall indemnify the Supplier from and against all costs and disbursements incurred by the Supplier in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, the Supplier’s collection agency costs, and bank dishonour fees). 12.3 Further to any other rights or remedies the Supplier may have under this Contract, if a Client has made payment to the Supplier, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by the Supplier under this clause 12 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this Contract. 12.4 Without prejudice to the Supplier’s other remedies at law the Supplier shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to the Supplier shall, whether or not due for payment, become immediately payable if: (a) any money payable to the Supplier becomes overdue, or in the Supplier’s opinion the Client will be unable to make a payment when it falls due; (b) the Client has exceeded any applicable credit limit provided by the Supplier; (c) the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or (d) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.

  • Representations True; No Default Each of the representations and warranties made by or on behalf of the Borrower, the Guarantors or any of their respective Subsidiaries contained in this Agreement, the other Loan Documents or in any document or instrument delivered pursuant to or in connection with this Agreement shall be true and correct in all material respects both as of the date as of which they were made and shall also be true and correct in all material respects as of the time of the making of such Loan or the issuance of such Letter of Credit, with the same effect as if made at and as of that time, except to the extent of changes resulting from transactions permitted by the Loan Documents (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct only as of such specified date), and no Default or Event of Default shall have occurred and be continuing.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!