Delivery Shortfalls Sample Clauses

Delivery Shortfalls. In the event of any shortfall for any reason in the volume of Refined Products available for sale or delivery by North America Seller, such shortfall shall be allocated between Traxys and Glencore on a 50-50 basis.
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Delivery Shortfalls. All deliveries and receipts shall, if applicable, be made ratably during each month in accordance with the monthly schedule indicated in the Confirmed Order. If Seller's Deliveries are more than 5% below the scheduled volume in any month, Purchaser shall inform Seller of such shortfall as soon as reasonably practicable. In addition to any other right contained herein, Purchaser shall then have the right to make adjustments to mitigate its losses - including, but not limited to, buying the volume shortfall from other parties. Seller shall compensate Purchaser for any replacement price in excess of the Price as well as all other reasonable costs of mitigation incurred by Purchaser. However, Seller shall not be liable in any way under this Agreement for any fees or damages due to shortfalls in Deliveries that are the direct result of Purchaser's failure to deliver Feedstock under the Feedstock Agreement.
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Delivery Shortfalls. In the event of any shortfall for any reason in the volume of Black Mass available for sale or delivery by North America Seller, such shortfall shall be allocated between Traxys and Glencore on a 50-50 basis.
Sample 1Sample 2
Delivery Shortfalls. (a) Seller shall guarantee delivery of a minimum of ninety percent (90%) of the kilowatt hours of Energy set forth in Appendix B for the relevant Contract Year to the Delivery Point (“Energy Amount”) in each Contract Year. If Seller fails to deliver a minimum of ninety percent (90%) of the Energy Amount then Buyer shall deduct from amounts due to Seller an amount equal to the Shortfall Energy multiplied by the Replacement Power Cost (the “Shortfall Payment”). In the event that any amount of the Shortfall Payment due to Buyer remains outstanding four (4) months following Buyer’s determination thereof as set forth in Buyer’s notice described in Article 4.3(b) below, Seller shall pay to Buyer the full amount that remains outstanding within ten (10) Business Days of receipt of a demand for payment from Buyer. (b) In the event Buyer determines that Seller owes a Shortfall Payment, Buyer shall send a written notice to Seller wherein Buyer sets forth such determination in reasonable detail. Seller shall have fifteen (15) Business Days after receipt of such notice to review Buyer’s determination and at any time within such fifteen (15) Business Day period send written notice to Buyer under which Seller disputes, in whole or in part, Buyer’s determination. Unless otherwise agreed, if Seller disputes, in whole or in part, and undisputed amount of the Shortfall Payment against payments owed to Seller as provided under Article 4.3(a) above and to the extent such off-sets are insufficient, Seller shall pay to Buyer the full amount that is owed after taking into account any off-sets as provided under Article 4.3(a) above. In the event Seller does not send any written notice to Buyer within such period, Seller shall be deemed to have accepted Xxxxx’s determination. In the event Seller challenges Xxxxx’s determination then the Parties shall use good faith efforts to resolve any disputes promptly. In the event that a disputed amount is resolved in favor of Seller, such amount (to the extent resolved in favor of Seller) shall be promptly reimbursed or paid to Seller. If Seller does not pay such amount when due and the amounts owed by Buyer to Seller are less than the amounts owed from Seller to Buyer, Buyer shall then have the right to draw such amount from Seller’s Letter of Credit.
Sample 1
Delivery Shortfalls. Capacity Commitment‌ [Note: This section will only be included for Sellers that made a capacity commitment in their Proposal.] Following the end of each Capacity Commitment Period, the Buyer will assess the Seller’s performance of its obligations in section 7.3 during the entire Capacity Commitment Period. If the Seller failed to deliver the full amount of the Designated Capacity Commitment in at least 95% of the individual Eligible Hours (as defined below) during the Capacity Commitment Period, the Seller shall pay liquidated damages to the Buyer for that Capacity Commitment Period (the “Delivery Shortfall LDs”), calculated as follows: Delivery Shortfall LDs: = $58,000/MWh; multiplied by CPIJan 1,N/CPIJan1,2024; multiplied by the Designated Capacity Commitment less the Deemed Delivered Capacity Commitment for the Capacity Commitment Period, where:
Sample 1
Delivery Shortfalls. If, at the end of a Contract Year, the Subscriber’s Allocated Percentage of Delivered Energy for such Contract Year is less than the Guaranteed Output (the “Shortfall Amount”), then Operator shall pay Subscriber an amount equal to the excess, if any, of (1) the difference between the Bill Credits that Subscriber would have received and the Payments that would have been due had the Shortfall Amount been delivered over (2) the difference between the Bill Credits that Subscriber actually received and the Payments that were actually received, in each case with respect to such Contract Year. Operator shall make such payment within forty five (45) days of the end of each Contract Year.
Sample 1
Delivery Shortfalls. Unless otherwise directed in writing by Buyer within [*] after Buyer's receipt of notice from BIP under Section 4.5(b) above that a manufacturing shortfall and/or delay as described above is over, BIP shall use all commercially reasonable efforts to make up all shortfalls in delivery in accordance with a Firm Order as promptly as possible and shall promptly supply Bulk Drug Substance, Drug Product and Finished Product (as applicable) to Immunex, Wyeth and/or their respective designee, as appropriate, to meet such Firm Order.
Sample 1
Delivery Shortfalls. Xxxxxx shall make up any shortages in the delivered Client Product as promptly as possible, and will deliver to Client a corrective action plan within *** (***) days after receipt of Client’s notification of such shortfall. For clarity, yields are subject to variances and uncertainties, and are not guaranteed. Unexpected yields shall not be the responsibility of Xxxxxx unless due to the negligence or willful misconduct of Xxxxxx in adhering to a requirement of the MBR.
Sample 1

Related to Delivery Shortfalls

  • Shortfalls (i) If the amounts described in Section 2.3 are insufficient to pay the Class A Monthly Interest on any Distribution Date, payments of interest to the Class A Noteholders will be reduced on a pro rata basis by the amount of such deficiency. The aggregate amount, if any, of such deficiency on any Distribution Date, together with the aggregate unpaid amount of any such deficiencies with respect to all prior Distribution Dates, shall be referred to as the “Class A Shortfall”. Interest shall accrue on the Class A Shortfall at the Class A Note Rate.

  • Collateral Shortfalls In the event that amounts on deposit in the Collateral Fund at any time are insufficient to cover any withdrawals therefrom that the Company is then entitled to make hereunder, the Purchaser shall be obligated to pay such amounts to the Company immediately upon demand. Such obligation shall constitute a general corporate obligation of the Purchaser. The failure to pay such amounts within two Business Days of such demand (except for amounts to cover interest on a Mortgage Loan pursuant to Sections 2.02(d) and 2.03 (b)), shall cause an immediate termination of the Purchaser's right to make any Election to Delay Foreclosure or Election to Foreclose and the Company's obligations under this Agreement with respect to all Mortgage Loans to which such insufficiencies relate, without the necessity of any further notice or demand on the part of the Company.

  • Cash Shortages No employee may be required to make up cash register shortages unless he or she is given the privilege of checking the money and daily receipts upon starting and completing the work shift, and unless the employee has exclusive access to the cash register during the work shift and unless cash is balanced daily, except as specified below. No employee may be required to make up register shortages when Management exercises the right to open the register during the employee's work shift, unless the register is opened in the presence of the employee and the employee is given the opportunity to verify all withdrawals and/or deposits. No employee shall be held responsible for cash shortages unless he or she has exclusive access to his or her cash.

  • Allocation of Certain Interest Shortfalls For purposes of calculating the amount of Uncertificated Accrued Interest for the REMIC 1 Regular Interests for any Distribution Date, the aggregate amount of any Prepayment Interest Shortfalls (net of any Compensating Interest Payment) and any Relief Act Reductions incurred in respect of the Mortgage Loans for any Distribution Date shall be allocated first to REMIC 1 Regular Interests LTI-1 and LTI-PF and then to REMIC 1 Regular Interests LTI-P and LTI-R, in each case to the extent of one month's interest at the then applicable respective Uncertificated REMIC 1 Pass-Through Rate on the respective Uncertificated Principal Balance of each such REMIC 1 Regular Interest; provided, however, that with respect to the first three Distribution Dates, such amounts relating to the Initial Mortgage Loans shall be allocated to REMIC 1 Regular Interest LTI-1 and such amounts relating to the Subsequent Mortgage Loans shall be allocated to REMIC 1 Regular Interest LT-PF. For purposes of calculating the amount of Uncertificated Accrued Interest for the REMIC 2 Regular Interests for any Distribution Date, any Prepayment Interest Shortfalls (to the extent not covered by Compensating Interest) relating to the Mortgage Loans for any Distribution Date shall be allocated in the same priority, and to the same extent, as that allocated to the Corresponding Certificates.

  • Excess Cash Flow In the event that there shall be Excess Cash Flow in excess of $2,500,000 for any Fiscal Year, the Borrower shall, not later than the tenth Business Day following the date that is ninety days after the end of such Fiscal Year, prepay the Loans in an aggregate amount equal to 50% (provided that (i) such prepayment percentage shall be 25% if, as of the last day of the most recently ended Fiscal Year, the Senior Secured Net Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Senior Secured Net Leverage Ratio as of the last day of such Fiscal Year) shall be 1.80:1.00 or less and (ii) no such prepayment shall be required by this clause (e) if the foregoing Senior Secured Net Leverage Ratio as of the last day of such Fiscal Year shall be 1.30:1.00 or less) of the entire Excess Cash Flow for such Fiscal Year minus 100% of voluntary repayments of the Loans made during such Fiscal Year with Internally Generated Cash; provided, that, if at the time that any such prepayment would be required, the Borrower is required to repay or repurchase or to offer to repurchase or repay Senior Secured Debt permitted pursuant to Section 6.1 pursuant to the terms of the documentation governing such Indebtedness with all or a portion of such Excess Cash Flow (such Senior Secured Debt required to be repaid or repurchased or to be offered to be so repaid or repurchased, “Other Applicable ECF Indebtedness”), then the Borrower may apply such Excess Cash Flow on a pro rata basis to the prepayment of the Loans and to the repayment or re-purchase of Other Applicable ECF Indebtedness, and the amount of prepayment of the Loans that would have otherwise been required pursuant to this Section 2.10(e) shall be reduced accordingly (for purposes of this proviso pro rata basis shall be determined on the basis of the aggregate outstanding principal amount of the Loans and Other Applicable ECF Indebtedness at such time, with it being agreed that the portion of Excess Cash Flow allocated to the Other Applicable ECF Indebtedness shall not exceed the amount of such Excess Cash Flow required to be allocated to the Other Applicable ECF Indebtedness pursuant to the terms thereof, and the remaining amount, if any, of such net proceeds shall be allocated to the Loans in accordance with the terms hereof); provided further, that to the extent the holders of Other Applicable ECF Indebtedness decline to have such indebtedness repurchased or prepaid, the declined amount shall promptly (and in any event within ten Business Days after the date of such rejection) be applied to prepay the Loans in accordance with the terms hereof.

  • Allocation of Realized Losses Prior to each Distribution Date, the Master Servicer shall determine the total amount of Realized Losses, if any, that resulted from any Cash Liquidation, Servicing Modification, Debt Service Reduction, Deficient Valuation or REO Disposition that occurred during the related Prepayment Period or, in the case of a Servicing Modification that constitutes a reduction of the interest rate on a Mortgage Loan, the amount of the reduction in the interest portion of the Monthly Payment due during the related Due Period. The amount of each Realized Loss shall be evidenced by an Officers' Certificate. All Realized Losses, other than Excess Special Hazard Losses, Extraordinary Losses, Excess Bankruptcy Losses or Excess Fraud Losses, shall be allocated as follows: first, to the Class B-3 Certificates until the Certificate Principal Balance thereof has been reduced to zero; second, to the Class B-2 Certificates until the Certificate Principal Balance thereof has been reduced to zero; third, to the Class B-1 Certificates until the Certificate Principal Balance thereof has been reduced to zero; fourth, to the Class M-3 Certificates until the Certificate Principal Balance thereof has been reduced to zero; fifth, to the Class M-2 Certificates until the Certificate Principal Balance thereof has been reduced to zero; sixth, to the Class M-1 Certificates until the Certificate Principal Balance thereof has been reduced to zero; and, thereafter, if any such Realized Losses are on a Discount Mortgage Loan, to the Class A-P Certificates in an amount equal to the Discount Fraction of the principal portion thereof, and the remainder of such Realized Losses on the Discount Mortgage Loans and the entire amount of such Realized Losses on Non-Discount Mortgage Loans will be allocated among all the Senior Certificates (other than the Class A-V Certificates and Class A-P Certificates) in the case of the principal portion of such loss on a pro rata basis and among all of the Senior Certificates (other than the Class A-P Certificates) in the case of the interest portion of such loss on a pro rata basis, as described below. Any Excess Special Hazard Losses, Excess Bankruptcy Losses, Excess Fraud Losses, Extraordinary Losses on Non-Discount Mortgage Loans will be allocated among the Senior Certificates (other than the Class A-P Certificates) and Subordinate Certificates, on a pro rata basis, as described below. The principal portion of such Realized Losses on the Discount Mortgage Loans will be allocated to the Class A-P Certificates in an amount equal to the Discount Fraction thereof and the remainder of such Realized Losses on the Discount Mortgage Loans and the entire amount of such Realized Losses on Non- Discount Mortgage Loans will be allocated among the Senior Certificates (other than the Class A-P Certificates) and Subordinate Certificates, on a pro rata basis, as described below. As used herein, an allocation of a Realized Loss on a "pro rata basis" among two or more specified Classes of Certificates means an allocation on a pro rata basis, among the various Classes so specified, to each such Class of Certificates on the basis of their then outstanding Certificate Principal Balances prior to giving effect to distributions to be made on such Distribution Date in the case of the principal portion of a Realized Loss or based on the Accrued Certificate Interest thereon payable on such Distribution Date (without regard to any Compensating Interest for such Distribution Date) in the case of an interest portion of a Realized Loss. Except as provided in the following sentence, any allocation of the principal portion of Realized Losses (other than Debt Service Reductions) to a Class of Certificates shall be made by reducing the Certificate Principal Balance thereof by the amount so allocated, which allocation shall be deemed to have occurred on such Distribution Date; provided that no such reduction shall reduce the aggregate Certificate Principal Balance of the Certificates below the aggregate Stated Principal Balance of the Mortgage Loans. Any allocation of the principal portion of Realized Losses (other than Debt Service Reductions) to the Subordinate Certificates then outstanding with the Lowest Priority shall be made by operation of the definition of "Certificate Principal Balance" and by operation of the provisions of Section 4.02(a). Allocations of the interest portions of Realized Losses (other than any interest rate reduction resulting from a Servicing Modification) shall be made in proportion to the amount of Accrued Certificate Interest and by operation of the definition of "Accrued Certificate Interest" and by operation of the provisions of Section 4.02(a). Allocations of the interest portion of a Realized Loss resulting from an interest rate reduction in connection with a Servicing Modification shall be made by operation of the provisions of Section 4.02(a). Allocations of the principal portion of Debt Service Reductions shall be made by operation of the provisions of Section 4.02(a). All Realized Losses and all other losses allocated to a Class of Certificates hereunder will be allocated among the Certificates of such Class in proportion to the Percentage Interests evidenced thereby; provided that if any Subclasses of the Class A-V Certificates have been issued pursuant to Section 5.01(c), such Realized Losses and other losses allocated to the Class A-V Certificates shall be allocated among such Subclasses in proportion to the respective amounts of Accrued Certificate Interest payable on such Distribution Date that would have resulted absent such reductions.

  • Excess Finance Charge Collections Series 2018-2 shall be an Excess Allocation Series. Subject to Section 4.05 of the Agreement, Excess Finance Charge Collections with respect to the Excess Allocation Series for any Distribution Date will be allocated to Series 2018-2 in an amount equal to the product of (x) the aggregate amount of Excess Finance Charge Collections with respect to all the Excess Allocation Series for such Distribution Date and (y) a fraction, the numerator of which is the Finance Charge Shortfall for Series 2018-2 for such Distribution Date and the denominator of which is the aggregate amount of Finance Charge Shortfalls for all the Excess Allocation Series for such Distribution Date. The “Finance Charge Shortfall” for Series 2018-2 for any Distribution Date will be equal to the excess, if any, of (a) the full amount required to be paid, without duplication, pursuant to subsections 4.05(a), 4.05(b) and 4.05(c) and subsections 4.07(a) through (j) on such Distribution Date and the full amount required to be paid, without duplication, pursuant to subsections 3.02(a)(iii) and 3.02(a)(iv) of the Transfer Agreement on the related Payment Date (as such term is defined in the Transfer Agreement) over (b) the sum of (i) the Reallocated Investor Finance Charge Collections, (ii) if such Monthly Period relates to a Distribution Date with respect to the Controlled Accumulation Period or Early Amortization Period, the amount of Principal Funding Account Investment Proceeds, if any, with respect to such Distribution Date and (iii) the amount of funds, if any, to be withdrawn from the Reserve Account which, pursuant to subsection 4.12(d), are required to be included in Class A Available Funds with respect to such Distribution Date. The amount of Excess Finance Charge Collections for Series 2018-2 for any Distribution Date shall be specified in subsection 3.02(a)(v) of the Transfer Agreement. On each Distribution Date, the Trustee shall deposit into the Collection Account for application in accordance with Section 4.05 of the Agreement the aggregate amount of Excess Finance Charge Collections received by the Trustee pursuant to the Transfer Agreement on such date.

  • Distribution Upgrades The Connecting Transmission Owner shall design, procure, construct, install, and own the Distribution Upgrades described in Attachment 6 of this Agreement. If the Connecting Transmission Owner and the Interconnection Customer agree, the Interconnection Customer may construct Distribution Upgrades. The actual cost of the Distribution Upgrades, including overheads, shall be directly assigned to the Interconnection Customer. The Interconnection Customer shall be responsible for its share of all reasonable expenses, including overheads, associated with owning, operating, maintaining, repairing, and replacing the Distribution Upgrades, as set forth in Attachment 6 to this Agreement.

  • Shortfall If, on any date, the Outstanding Advances shall exceed the Maximum Advance Amount (such excess, the "Shortfall Amount"), then the Customer shall on such date prepay the Outstanding Advances in an amount equal to such Shortfall Amount.

  • Equipment Failures In the event of equipment failures beyond the Administrator's control, the Administrator shall take reasonable and prompt steps to minimize service interruptions but shall have no liability with respect thereto. The Administrator shall develop and maintain a plan for recovery from equipment failures which may include contractual arrangements with appropriate parties making reasonable provision for emergency use of electronic data processing equipment to the extent appropriate equipment is available.