Delivery Shortfall. If Producer fails to make available for purchase the quantity of Product specified in Confirmed Orders, and Gavilon, using commercially reasonable efforts to mitigate any damage, is unable to obtain a substitute supply of Product at a price equal to or less than the Price, Producer shall pay Gavilon the amount by which the Price is less than the price paid by Gavilon for substitute supply, multiplied by the delivery shortfall (Confirmed Order quantity less the amount actually delivered by Producer); plus any additional costs solely and directly incurred by Gavilon to identify a substitute purchaser. Such payment shall be remitted within five (5) business days following the invoice date and receipt of supporting documentation. The remedy specified in this Section 4.3 shall be Gavilon’s sole and exclusive remedy in the event that Producer fails to supply the quantity of Product specified in the Confirmed Order.
Delivery Shortfall. If Seller has not transferred all or part of the NEPOOL-GIS Certificates as required pursuant to Section 4.1 above (a “Shortfall”), Seller agrees to pay Buyer an amount equal to the product of (i) the number of NEPOOL-GIS Certificates which constitute the Shortfall, and (ii) the positive difference, if any, of the applicable Alternative Compliance Rate set forth in the applicable RPS, APS or CPS Regulations less the applicable NEPOOL-GIS Certificate Purchase Price the Buyer would have paid to Seller under this Agreement for each Undelivered Certificate if the same had actually been delivered hereunder as and when required.
Delivery Shortfall. The following four examples illustrate the application of the delivery shortfall provision (Section 4.6) in certain cases. These examples are given for illustrative purposes only and reflect a few, but not all, potential circumstances.
Delivery Shortfall. If Gavilon fails to make available for purchase the quantity of Feedstock specified in Confirmed Orders, and Buyer, using commercially reasonable efforts to mitigate any damage, is unable to obtain a substitute supply of such Feedstock at a price equal to or less than the Delivered Price, Gavilon shall pay Buyer the amount by which such delivered price is less than the price paid by Buyer for substitute supply, multiplied by the delivery shortfall (Confirmed Order quantity less the amount actually delivered by Gavilon); plus any reasonable additional costs solely and directly incurred by Buyer to identify a substitute seller. All such additional costs incurred by Buyer, if any, shall be reasonably documented by Buyer and submitted to Gavilon as a condition to Gavilon's payment obligation hereunder.
Delivery Shortfall. If Seller fails to sell and Deliver, all or part of the Annual Contract Quantity of RECs for a particular Vintage to the Buyer by the applicable Delivery Date for such Vintage (a “Delivery Shortfall”), and such failure is not excused under the terms of this Agreement or by Buyer’s failure to perform, then Seller shall pay liquidated damages to Buyer within ten (10) Business Days after a notice delivered by Buyer to Seller, the sum of (i) the positive difference, if any, obtained by subtracting the Contract Price from the Market Price multiplied by the Undelivered Quantity portion of the Annual Contract Quantity for the applicable Vintage, plus (ii) if and as applicable, any broker costs charged by brokers actively engaged in the purchase and sale of RECs under the Applicable Standard incurred by Buyer for entering into any replacement transaction to purchase the Undelivered Quantity (the “Shortfall Delivery Damages”). The notice delivered by Buyer for such amount shall include a written statement explaining in reasonable detail the calculation of such amount.
Delivery Shortfall. If Seller has not transferred all or part of the NEPOOL GIS Certificates required pursuant to Exhibit A (a “Shortfall”) to the applicable certificate accounts of FG&E by the close of the applicable Trading Period for NEPOOL GIS Certificates, Seller shall pay FG&E an amount equal to the product of (i) the number of MWHs which constitute the Shortfall, and (ii) the Alternative Compliance Payment Rate minus the NEPOOL GIS Certificate Purchase Price that the Buyer would have had to pay Seller for each Certificate.
Delivery Shortfall. In the event of a Delivery Shortfall, occurring over a period greater than 24 hours, the Purchaser reserves the right to pause all payouts from the Seller's Sub-account, as defined in each Confirmation, and any other Sub-accounts on Luxor Pool, until such time as the Delivery Shortfall is rectified and the account is replenished with sufficient funds or assets to meet the payout obligations.
a. Upon the Purchaser's determination that the Delivery Shortfall has been cured and the Sub- account have been adequately replenished, the Purchaser shall promptly release the pause on all Sub-account payouts, and normal payout procedures shall resume.
b. The Seller has no right to adjust or remove any of the assets within the Sub-account(s) nor change any of the Sub-account(s) settings until such time as the Delivery Shortfall is rectified and the account is replenished with sufficient funds or assets to meet the payout obligations.
Delivery Shortfall. If Gavilon fails to make available for purchase the quantity of Corn specified in any Buyer’s Corn Orders, Buyer shall be responsible for addressing any such shortfalls with the seller of such Corn under the Buyer’s Corn Order. If Buyer is unable to obtain satisfaction from the supplier under the Buyer’s Corn Order, Buyer may request that Gavilon obtain replacement Corn in accordance with Section 3.2.2; provided, however, Buyer shall maintain responsibility for obtaining any remedies against the original supplier of such Corn as agent of Gavilon or as assignee of Gavilon under the original contract, and Buyer shall be entitled to retain any damages or other amounts obtained against the original supplier. If requested by Buyer, Gavilon shall provide reasonable assistance to Buyer and provide reasonable documentation in addressing Corn shortfalls arising under Buyer’s Corn Orders. If Gavilon fails to make available for purchase the quantity of Corn specified in any Confirmed Orders or in the event Corn specified in any Confirmed Order is rightfully rejected, and Buyer, using commercially reasonable efforts to mitigate any damage, is unable to obtain a substitute supply of Corn at a price equal to or less than the Delivered Corn Price, as set forth in such specified Confirmed Orders, then Gavilon shall pay Buyer: (i) the amount, if any, by which the Delivered Corn Price is less than the price paid by Buyer for substitute supply, multiplied by the delivery shortfall (Confirmed Order quantity less the amount actually delivered by Gavilon); plus (ii) any reasonable additional costs solely and directly incurred by Buyer to identify a substitute seller. All such additional costs incurred by Buyer, if any, shall be fully documented by Buyer and submitted to Gavilon as a condition to Gavilon’s payment obligation hereunder. Except to the extent specified in Section 8.3, the remedy specified in this Section 3.5 shall be Buyer’s sole and exclusive remedy in the event that Gavilon fails to supply the quantity of Corn specified in any Confirmed Order.
Delivery Shortfall. In recognition of the fact that long term supply disruptions will affect the commercial viability of Millennium and eptifibatide, in the event that the Delivery Shortfall at any time during a given year (referred to as the "Given Year" hereinafter in this Article 8.8) is greater than [**] kilograms, or in the event that the Delivery Shortfall at the end of said Given Year is greater than [**] kilograms, the Parties shall discuss in good faith for setting up alternatives to remedy such Delivery Shortfall. If no alternative is deemed acceptable by Millennium, then
(a) Millennium shall have the right to have a quantity of Bulk Product up to the said Delivery Shortfall [**] and purchase such quantity (referred to as the "Quantity" hereinafter in this Article 8.8 and in Article 8.9) [**] of the License Agreement,
(b) the said Delivery Shortfall shall be deducted from the quantity of Bulk Product ordered by Millennium in the Purchase Order for delivery in said Given Year and the Delivery Schedule of said Purchase Order shall be amended by withdrawing the deliveries which Solvay was unable to make,
(c) if Millennium has ordered less than the Minimum Order for delivery in such Given Year, the penalty due by Millennium pursuant to Article 4.2 by reason of occurrence of an Order Shortfall for such Given Year shall be [**]; in the event that Millennium has already paid installments for such penalty during said Given Year, such installment payments shall be credited against future amounts due to Solvay hereunder except for the last year of the term of this Agreement for which Solvay shall reimburse Millennium in cash for such installment payments, and
(d) should Millennium exercise its right under paragraph 8.8
(a) the Quantity purchased [**] shall not be taken into account to calculate for said Given Year (or for the [**], if such Quantity is delivered to Millennium [**]) the minimum [**]percent ([**]%) share of Millennium's total requirements of Bulk Product which Millennium is bound to purchase from Solvay pursuant to Section 2.2 of the License Agreement.
Delivery Shortfall. The following four examples illustrate the application of the delivery shortfall provision (Section 4.6) in certain cases. These examples are given for illustrative purposes only and reflect a few, but not all, potential circumstances. Delivery Shortfall Example 1 Assumptions: For purposes of Example 1 the assumed actual tonnage delivered during a Contract Year, Minimum Monthly Tonnages, Monthly Shortfall Tonnages and Monthly Shortfall Fees are provided in Table 1 below. The assumed Base Tipping Fee is assumed to be $43.16/Ton, the Change in Law Charge is $1.50/ton from July 1 through October 31 and is assumed to increase to $2.00/ton for the remainder of the Contract Year. For this example, it is also assumed there are no deliveries to an Alternate Facility and there is no Diverted Waste. Table 1: Example 1 – Shortfall Payments Month Actual Minimum Monthly Monthly Change in Law Weighted Jurisdiction Monthly Shortfall Shortfall (CIL) Charge Average Tonnage Tonnage Tonnage Fee ($/Ton) CIL Unit Cost Jul 4,335.25 4,330.00 0.00 $0.00 $1.50 $0.00 Aug 4,214.31 4,200.00 0.00 $0.00 $1.50 $0.00 Sep 4,070.22 4,370.00 299.78 $0.00 $1.50 $1.00 Oct 4,800.50 4,170.00 0.00 $0.00 $1.50 $0.00 Nov 4,105.00 4,100.00 0.00 $0.00 $2.00 $0.00 Dec 3,815.56 3,790.00 0.00 $0.00 $2.00 $0.00 Jan 3,532.19 3,320.00 0.00 $0.00 $2.00 $0.00 Feb 2,613.24 2,610.00 0.00 $0.00 $2.00 $0.00 Mar 3,910.72 4,060.00 149.28 $0.00 $2.00 $0.66 Apr 5,400.00 5,230.00 0.00 $0.00 $2.00 $0.00 May 5,007.30 4,900.00 0.00 $0.00 $2.00 $0.00 Jun 4,958.89 4,920.00 0.00 $0.00 $2.00 $0.00 Total 50,763.18 50,000.00 449.06 $0.00 $1.66 1 Annual Shortfall Tonnage 0.00 tons 2 Aggregate Monthly Shortfall Tonnage 449.06 tons 3 Annual Shortfall Calculation $0.00 4 Sum of Monthly Shortfall Fees $0.00 5 Base Tipping Fee $43.16 $/ton 6 Weighted Average Unit Change in Law Cost $1.66 $/ton 7 Sum of line 5 and 6 $44.82 $/ton 8 Annual Shortfall Fee Due Company $0.00 9 Annual Shortfall Rebate Due the Jurisdictions $0.00 During this Contract Year there was a Monthly Shortfall Tonnage of 299.78 tons in September and 149.28 tons in March. Since the actual Jurisdiction tonnage in both months is greater than the 80% of the respective Minimum Monthly Tonnages, no Monthly Shortfall Fees were due. For the Contract Year, since the difference between (A) the Minimum Annual Tonnage of 50,000 tons and (B) the sum of the aggregate Tons of Acceptable Waste delivered of 50,763.18, is a negative 763.18 tons, the Annual Shortfall Calculation is e...
