Common use of Delivery of Goods and Performance of Services Clause in Contracts

Delivery of Goods and Performance of Services. (a) Time of delivery is of the essence. Seller shall deliver the Goods in the quantities and on the date(s) specified in the Purchase Order or as otherwise agreed in writing by the parties (the “Delivery Date”). If no delivery date is specified, Seller shall deliver the Goods within 30 days of Seller’s receipt of the Purchase Order. If Seller fails to deliver the Goods strictly in accordance with the Purchase Order and in full on the Delivery Date, DYWIDAG may terminate this Agreement immediately by providing written notice to Seller and Seller shall indemnify DYWIDAG against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller’s failure to deliver the Goods on the Delivery Date. DYWIDAG has the right to return any Goods delivered prior to the Delivery Date at Seller’s expense and Seller shall redeliver such Goods on the Delivery Date. Unless otherwise agreed, delivery shall be made to DYWIDAG’s site and Seller shall offload the Goods. Seller must notify DYWIDAG promptly if it is unable to so comply, take every possible step to remedy the same, and shall pay any costs incurred in meeting the late or alternate delivery. DYWIDAG may cancel the Purchase Order and/or terminate the Agreement, without prejudice to any other rights it may have, if any Goods and/or Services are not delivered strictly in accordance with the Purchase Order. If the Goods are to be delivered or the Services performed by installments, the Agreement shall be treated as a single contract and not severable.

Delivery of Goods and Performance of Services. (a) Time of delivery Supplier acknowledges that time is of the essenceessence with respect to Supplier’s obligations under this Agreement and that prompt and timely performance of all such obligations, including all performance dates, timetables, project milestones, and other requirements is strictly required. Seller Supplier shall deliver advise Mosaic upon receipt of the Goods Order if it cannot meet the specified completion date or delivery date. Mosaic in its sole discretion may designate any reasonable alternative completion or delivery points to expedite Supplier’s performance. Supplier may not change the completion date or delivery date stated in the quantities Order except as provided in Section 40 of these Terms and on the date(s) Conditions. If no completion date or delivery date has been specified in the Purchase Order, Supplier shall fill the Order promptly and select the most expeditious method of delivery. Supplier shall package Goods to prevent damage during shipping. On any shipment not accompanied by a packing slip, Xxxxxx’s count shall be accepted as final. The Order, including all warranty work, shall be subject to expediting and Vendor Quality Surveillance (“VQS”) by Mosaic or as otherwise agreed its designated representative. Mosaic shall be afforded free access during regular working hours to Supplier’s plants, and Supplier agrees to procure a similar right for Mosaic, for expediting and VQS purposes with respect to subcontractors and other suppliers. As required by Mosaic, Supplier shall supply schedules, progress reports, bills of material, unpriced copies of Supplier’s sub-purchase orders and subcontracts for Mosaic’s use and any other documentation required by Mosaic for expediting and VQS. Supplier shall notify Mosaic in writing by of any actual or anticipated delays immediately upon discovery. Such notice shall include an estimated period of delay, cause and corrective actions being taken. Slippage in Supplier’s schedule may be deemed as reasonable grounds for concern in which event Mosaic may demand in writing that Supplier take the parties (the “Delivery Date”)necessary actions to ensure that Supplier will perform on time. If no delivery date is specified, Seller Failure to do so shall deliver the Goods within 30 days of Seller’s receipt of the Purchase Order. If Seller fails to deliver the Goods strictly in accordance with the Purchase Order and in full on the Delivery Date, DYWIDAG may terminate this Agreement immediately by providing written notice to Seller and Seller shall indemnify DYWIDAG against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller’s failure to deliver the Goods on the Delivery Date. DYWIDAG has the right to return any Goods delivered prior to the Delivery Date at Seller’s expense and Seller shall redeliver such Goods on the Delivery Date. Unless otherwise agreed, delivery shall be made to DYWIDAG’s site and Seller shall offload the Goods. Seller must notify DYWIDAG promptly if it is unable to so comply, take every possible step to remedy the same, and shall pay any costs incurred in meeting the late or alternate delivery. DYWIDAG may cancel the Purchase Order and/or terminate the Agreement, without prejudice to any other rights it may have, if any Goods and/or Services are not delivered strictly in accordance with the Purchase Order. If the Goods are to be delivered or the Services performed by installments, the Agreement shall be treated qualify as a single contract and not severablebreach of a material obligation by Supplier.

Delivery of Goods and Performance of Services. (a) Time of delivery is of Seller shall provide any Services identified in the essenceOrder to Buyer as described in the Order in accordance with these Terms. Seller shall deliver any Goods listed in the Goods Order in the quantities and on the date(s) specified in the Purchase Order or as otherwise agreed in writing by the parties (the “"Delivery Date”"). If no Timely delivery date is specified, Seller shall deliver of the Goods within 30 days and performance of Seller’s receipt Services is of the Purchase Orderessence. If Seller fails to deliver the Goods strictly in accordance with the Purchase Order and in full on the Delivery Date, DYWIDAG Buyer may terminate this Agreement the Order immediately by providing written notice to Seller and Seller shall indemnify DYWIDAG Buyer against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller’s 's failure to deliver the Goods on the Delivery Date. DYWIDAG has All Goods shall be delivered to the right address specified in the Order (the "Delivery Location") during Buyer's normal business hours or as otherwise instructed by Buyer. Delivery shall be made F.O.B., the Delivery Location unless a different delivery term is specified on the face of the Order. Seller shall give written notice of shipment to Buyer when the Goods are delivered to a carrier for transportation. Seller shall provide Buyer all shipping documents necessary to release the Goods to Buyer within five business days after Seller delivers the Goods to the transportation carrier. The Order number must appear on all shipping documents, invoices, correspondence and any other documents pertaining to the Order. Title passes to Buyer upon delivery of the Goods to the Delivery Location. Seller bears all risk of loss or damage to the Goods until delivery of the Goods to the Delivery Location. All Goods shall be packed for shipment according to Buyer's instructions or, if there are no instructions, in a manner sufficient to ensure that the Goods are delivered in undamaged condition. Seller must provide Buyer prior written notice if it requires Buyer to return any Goods delivered prior to the Delivery Date at Seller’s expense and Seller shall redeliver packaging material. Any return of such Goods on the Delivery Date. Unless otherwise agreed, delivery packaging material shall be made to DYWIDAG’s site and Seller shall offload the Goods. Seller must notify DYWIDAG promptly if it is unable to so comply, take every possible step to remedy the same, and shall pay any costs incurred in meeting the late or alternate delivery. DYWIDAG may cancel the Purchase Order and/or terminate the Agreement, without prejudice to any other rights it may have, if any Goods and/or Services are not delivered strictly in accordance with the Purchase Order. If the Goods are to be delivered or the Services performed by installments, the Agreement shall be treated as a single contract and not severableat Seller's expense.

Delivery of Goods and Performance of Services. (a) Time of delivery is of the essence. Seller shall deliver the Goods in the quantities and on the date(s) specified in the Purchase Order or as otherwise agreed in writing by the parties (the “Delivery Date”). If no delivery date is specified, Seller shall deliver the Goods within 30 thirty (30) days of Seller’s receipt of the Purchase Order. If Seller fails to deliver the Goods strictly in accordance with the Purchase Order and in full on the Delivery Date, DYWIDAG may terminate this Agreement immediately by providing written notice to Seller and Seller shall indemnify DYWIDAG against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller’s failure to deliver the Goods on the Delivery Date. DYWIDAG has the right to return any Goods delivered prior to the Delivery Date at Seller’s expense and Seller shall redeliver re-deliver such Goods on the Delivery Date. Unless otherwise agreed, delivery shall be made to DYWIDAG’s site and Seller shall offload the Goods. Seller must notify DYWIDAG promptly if it is unable to so comply, take every possible step to remedy the same, and shall pay any costs incurred in meeting the late or alternate delivery. DYWIDAG may cancel the Purchase Order and/or terminate the AgreementContract, without prejudice to any other rights it may have, if any Goods and/or Services are not delivered strictly in accordance with the Purchase Order. If the Goods are to be delivered or the Services performed by installmentsinstalments, the Agreement shall be treated as a single contract and not severable.

Delivery of Goods and Performance of Services. (a) Time The Goods will be delivered on an FOB location designate in the Quotation basis (the “Delivery Point”), within a reasonable time after the receipt of delivery is Buyer’s purchase order, subject to availability of the essencefinished Goods. Seller shall deliver the Goods not be liable for any delays, loss, or damage in the quantities and on the date(s) specified in the Purchase Order or as transit. Unless otherwise agreed in writing by the parties (the “Delivery Date”). If no delivery date is specifiedparties, Seller shall deliver the Goods to the Delivery Point using Seller’s standard methods for packaging and shipping such Goods. Buyer shall take delivery of the Goods within 30 two (2) days of Seller’s written notice that the Goods have been delivered to the Delivery Point. Buyer shall be responsible for all loading costs and provide equipment and labor reasonably suited for receipt of the Purchase OrderGoods at the Delivery Point, and will unload and release all transportation equipment promptly so Seller incurs no demurrage or other expense. Seller may, in its sole discretion, without liability or penalty, make partial shipments of Goods to Buyer. Each shipment will constitute a separate sale, and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer’s purchase order. If for any reason Buyer fails to accept delivery of any of the Goods on the date fixed pursuant to Seller’s notice that the Goods have been delivered at the Delivery Point, or if Seller fails is unable to deliver the Goods strictly in accordance with the Purchase Order and in full on at the Delivery DatePoint on such date because Buyer has not provided appropriate instructions, DYWIDAG may terminate this Agreement immediately by providing written notice documents, licenses or authorizations: (i) risk of loss to Seller and Seller shall indemnify DYWIDAG against any losses, claims, damages, and reasonable costs and expenses directly attributable to Seller’s failure to deliver the Goods on shall pass to Buyer; (ii) the Delivery Date. DYWIDAG has the right to return any Goods delivered prior to the Delivery Date at Seller’s expense and Seller shall redeliver such Goods on the Delivery Date. Unless otherwise agreed, delivery shall be made deemed to DYWIDAG’s site and Seller shall offload the Goods. Seller must notify DYWIDAG promptly if it is unable to so comply, take every possible step to remedy the same, and shall pay any costs incurred in meeting the late or alternate delivery. DYWIDAG may cancel the Purchase Order and/or terminate the Agreement, without prejudice to any other rights it may have, if any Goods and/or Services are not delivered strictly in accordance with the Purchase Order. If the Goods are to be delivered or the Services performed by installments, the Agreement shall be treated as a single contract and not severable.have been delivered; and