Delivery Specifications. The Company shall not (and shall cause the Company Designee to not) deliver to the Terminal any Off-Specification Product; provided, however, that in the event Off-Specification Product is delivered by the Company or the Company Designee to the Terminal, and the Company or the Company Designee fails to instruct the Operator to return such Off-Specification Product to the Company or the Company Designee, as applicable, the Operator shall provide the Services to the Company or the Company Designee, as applicable, and the Company will receive on its or the Company Designee’s behalf, such Off-Specification Product at its own expense; provided, further, that in the event Off-Specification Product is delivered by the Company or the Company Designee to the Terminal and the Company or the Company Designee instructs the Operator to return such Off-Specification Product to the Company or the Company Designee, as applicable, the Operator shall return such Off-Specification Product to the Company (on its or the Company Designee’s behalf) at the Company’s own expense. In the event Off-Specification Product is delivered by the Company or the Company Designee, and in the reasonable opinion of the Operator, the Services are unable to be provided as a result of the Off-Specification Product (whether due to a failure to comply with law, safety considerations or otherwise), the Operator shall notify the Company and the Company shall be responsible for taking possession of such Off-Specification Product without the Services being provided.
Delivery Specifications. The Thermal Energy delivered by Seller at the Points of Delivery shall satisfy the conditions of temperature and pressure specified in Schedule 1 (j) attached hereto and made a part hereof.
Delivery Specifications. All materials/services must conform to the delivery specifications for the specific item, as set out in the specifications. The method of delivery must not alter product organoleptic characteristics and shall not be source of foreign material nor allergens. Any direct contact shall not be a source of biological (e.g. microbial), chemical or physical (e.g. foreign bodies) or allergen hazards. Staples or protruding metal objects of any kind shall not be used on packaging, and no protruding nails on pallets. Any proposed change in the size, quantity, style or type of delivery packaging material must be submitted to Distell Supplier Quality Management Department for approval prior to modification.
Delivery Specifications. Delivery of the Picture means the physical delivery to TAG no later than December 31, 1999 (time being of the essence) at such addresses TAG designates in writing, at LP's sole cost and expense and free and clear of any liens, claims, charges, limitations, restrictions or encumbrances of any kind of (i) all of the schedules, details and information required to be delivered pursuant to this Agreement, including (but not limited to) the information referred to and required by subparagraph 4(i) and paragraph 7, and (ii) all of the physical materials and items enumerated in the Delivery Schedule attached hereto. TAG shall have fourteen (14) days (subject to laboratory and other delays beyond its control) following the tendered delivery of each item to inspect it. Delivery will not be completed within the meaning of this Agreement until delivery of all materials and items required to be delivered shall be effected and the period of inspection has expired. Upon the completion of such inspection, TAG shall advise LP wherein any such delivery is not proper or complete. If delivery is not completed within the time, manner and in accordance with the requirements of this Agreement, TAG (without prejudice to any other right or remedy) may, but shall not be obligated to, (a) itself supply at LP's cost or require LP to promptly supply, such items or materials LP failed to supply in the first instance, or (b) require LP to refund any and all monies theretofore paid to it until LP effects complete and proper delivery, or (c) terminate this Agreement and all of TAG's obligations hereunder, in which event, upon demand, LP will pay TAG a sum equal to the aggregate of all payments to LP plus costs, expenditures and indebtednesses incurred by TAG in respect of the Picture. The exercise of any right or remedy shall not bar or preclude the exercise of any other right or remedy, and no acceptance of improper or inadequate delivery shall be a waiver of any of TAG's rights, including (but not limited to) the right to receive full, complete and proper delivery in accordance with this Agreement.
Delivery Specifications. The Company shall not (and shall cause the Company Designee to not) deliver to the Pipeline any Off-Specification Product; provided, however, that in the event Off-Specification Product is delivered by the Company or the Company Designee to the Pipeline, and the Company or the Company Designee instructs, or fails to instruct, the Operator to return such Off-Specification Product to the Company or the Company Designee, as applicable, the Operator shall provide the Off-Specification Product to the Company or the Company Designee, as applicable, and the Operator will deliver, and the Company will receive on its or the Company Designee’s behalf, such Off-Specification Product at the Company’s own expense. In the event Off-Specification Product is delivered by the Company or the Company Designee, and in the reasonable opinion of the Operator, the Services are unable to be provided as a result of the Off-Specification Product (whether due to a failure to comply with law, safety considerations or otherwise), the Operator shall notify the Company and the Company shall be responsible for taking possession of such Off-Specification Product without the Services being provided.
Delivery Specifications. Licensor hereby agrees that they are responsible for providing the Content to Licensee in accordance with the technical video specifications as defined in Annex 2. Until and unless Licensee explicitly approves the Content and confirms acceptance of the same in writing, Licensor shall not be entitled to receive any fees or payments as defined in Clause 3. Copyright Infringement. If either party becomes aware of an actual or suspected infringement of the Copyright, the parties shall consult each other to decide how best to coordinate actions and apportion costs. However, this shall not restrict the right of either Licensee or Licensor to take independent action for infringement of the Copyright in the Territory. Parties shall provide all reasonable assistance to one another as required in connection therewith. Licensor Representations and Warranties. Licensor hereby represents and warrants that: the Content do not contain any libellous, defamatory, immoral or other unlawful material (including any content that may be deemed pornographic in nature), and the transfer, assignment, conveyance and delivery to Licensee of the Copyright and the Licensed Rights as contemplated under this Agreement does not and shall not infringe any valid copyright or other proprietary right of any other person; the Licensor owns solely and exclusively all Copyright and any other related rights in the Content including, without limitation, ownership of or appropriate licenses for all third party audio-visual contents within the Content and has full right and authority to transfer and assign the Copyright and the Licensed Rights over the Content and all related rights in the Content to Licensee under this Agreement; In case of an exclusive license, as detailed in Section B8 of the Cover Note, Licensor certifies that he/she has not sold, transferred, or assigned any of the Copyright and the Licensed Rights to any third party prior to this Agreement, and Licensor further undertakes to Licensee that he shall not do the same during the Term. Any such subsequent transfer or assignment of Copyright shall be considered null and void in breach of this Agreement; Licensor’s heirs, successors and assigns shall not claim the Copyright and the Licensed Rights as assigned to Licensee under this Agreement, or any revenue earned by Licensee derived from broadcasting and/or streaming the Content over the Authorized Platform during the Term. Such claim shall be considered null and void in breach of t...
Delivery Specifications. Both the Lismore and Bundaberg factories will accept deliveries of standard NIS, which is defined as nut in shell that is free from foreign materials that pose a significant food safety risk and contains negligible trash, gross rejects, and husk. MM retains the right to determine, at its sole discretion, whether any delivery has met the delivery specifications, and if not whether the delivery is rejected.
Delivery Specifications. To the extent within Artist’s control, Artist shall deliver the completed Picture to Company within a post production schedule approved by Company. "Delivery" shall be deemed to have occurred only upon delivery to Company of an answer print which conforms to all of Company's standard delivery requirements, which requirements include, but are not limited to, those contained in the remainder of this paragraph. If Company (in the exercise of its sole discretion) elects to proceed to production and Lender and Artist render producing services on the Picture, to the extent within Artist’s control, the Picture shall: (i) conform to the final version of the screenplay approved by Company, except for any minor non-material changes as may be necessitated by the exigencies of production, if any, and such other changes as may be pre-approved by Company in writing; (ii) shall be of first-class technical quality and photographed in the English language, in color in 35mm film and capable of being projected with an aspect ratio of 1:1.85 with no hard matte; (iii) shall be delivered with a running time, inclusive of main and end titles (with end titles not to exceed 3 minutes), of no less than 95 minutes and no more than 110 minutes; shall be capable of receiving a MPAA rating no more restrictive than “R” (unless Company agrees to a more restrictive rating); and (iv) shall be produced using only first-class facilities and equipment for photographs, recording, film processing, scoring, dubbing and all other aspects of production and post-production, shall be completely finished, fully edited and titled and fully synchronized with language, dialogue, sound and music. Upon delivery of the Picture, to the extent within Artist’s control, there shall be no liens (other than the customary SAG and DGA lien if the Picture is SAG and DGA, provided that the Picture shall not be SAG or DGA without Company’s prior written approval) against the Picture and all costs of its production (including, but not by way of limitation any and all music costs and/or licenses) shall be paid. The production shall be run with standard financial controls, including, without limitation, double signatures required on all fundings to the production and on all production checks. There shall be no material changes in the specifications without Company’s prior written approval. To the extent within Artist’s control, Delivery shall be made in accordance with Company’s standard Delivery Schedule (subject to su...
Delivery Specifications. Licensor shall effect or procure that delivery of the Licensed Programme is made on or before the Delivery Deadline in the Video Format specified in the Contract Terms.
Delivery Specifications. Seller has delivered and will deliver Detectors to Buyer fully modified, assembled, tested, crated, and labeled in accordance with specifications (“Delivery Specifications”), such Delivery Specifications which were agreed upon in writing by Buyer and Seller on or before December 1, 2006. Buyer may amend the Delivery Specifications in writing at any time during the term of this Amendment, and Seller shall indicate written acceptance of delivered Detectors, such acceptance not to be unreasonably withheld.
