Delivery Timing; Delays Sample Clauses

Delivery Timing; Delays. (a) Tesla shall deliver the System identified in any Accepted Purchase Order in accordance with the Incoterm identified in that Accepted Purchase Order (modified as set out in Section 6(e), if applicable), in one or more shipments. If no Incoterm is specified on the Accepted Purchase Order, the default Incoterm shall be ExWorks (Tesla factory in Sparks, Nevada) (Incoterms 2020). Responsibility for the arrangement of and payment for the shipment (including carrier selection and scheduling), insurance and customs clearance of the System (including payment of applicable customs fees, duties and taxes) shall be determined in accordance with the applicable Incoterm. (b) Tesla shall deliver the System identified in an Accepted Purchase Order on or prior to the Guaranteed Delivery Date identified in the Accepted Purchase Order. Tesla will notify Buyer when the System is ready for the first shipment from the applicable Gigafactory (the “Ready for Shipment Notice”). Tesla shall give Buyer at least ten (10) days’ prior written notice of the scheduled delivery date of the System and each part thereof. (c) If Buyer fails or refuses to accept delivery of a shipment once such shipment has left the Gigafactory (for DDP (Incoterms 2020) Purchase Orders), or made available for pickup at the Gigafactory (for EXW (Incoterms 2020) Purchase Orders), such failure or refusal shall constitute a breach under this Agreement, and Tesla shall be entitled to recover its costs incurred pursuant to Section 6(g), and if such breach continues for at least [ ] then it shall constitute a default in accordance with Section 22 in addition to any other remedies Tesla may have at law or under this Agreement. (d) Tesla shall deliver the System to the Delivery Point in accordance with Section 6(a) as specified on the Accepted Purchase Order. Delivery to the Delivery Point shall take place no later than the Guaranteed Delivery Date listed on the Accepted Purchase Order. [ ]. (e) If the Incoterm specified in the Accepted Purchase Order is EXW, the common meaning of EXW (Incoterms 2020) is modified so that delivery is complete and all risk of loss or damage to the System (or part) transfers to Buyer when the System (or part) has been loaded onto Buyer’s carrier by Tesla at the Delivery Point, as evidenced by signature of a xxxx of lading or equivalent document by Buyer or its representative.
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Related to Delivery Timing; Delays

  • Delivery Delay The delivery of any certificate representing the Restricted Stock or other RS Property may be postponed by the Company for such period as may be required for it to comply with any applicable foreign, federal, state or provincial securities law, or any national securities exchange listing requirements and the Company is not obligated to issue or deliver any securities if, in the opinion of counsel for the Company, the issuance of such Shares shall constitute a violation by the Participant or the Company of any provisions of any applicable foreign, federal, state or provincial law or of any regulations of any governmental authority or any national securities exchange.

  • ADDITIONAL SPECIAL CONTRACT CONDITIONS Special Contract Conditions revisions: the corresponding subsections of the Special Contract Conditions referenced below are replaced in their entirety with the following:

  • Delivery Condition Subtenant acknowledges that it takes possession of the Subleased Premises in its “as is” condition, and further acknowledges that Sublandlord has made no representations or warranties of any kind or nature, whether express or implied, with respect to the Subleased Premises, the remainder of the Premises, the common areas, or the Building, nor has Sublandlord agreed to undertake or perform any modifications, alterations, or improvements to the Subleased Premises, the remainder of the Premises, the common areas or the Building which would inure to Subtenant’s benefit.

  • Delivery Conditions (a) The Delivery Conditions are as follows: (i) At Seller’s expense, Seller shall have secured all Governmental and grid operations approvals as are necessary for the safe and lawful operation and maintenance of the Project and to enable Seller to deliver Distribution Services at the Initial Contract Capacity to Buyer. (ii) Seller shall have posted collateral as required by Section 10.4(a)(ii). (iii) Seller shall have submitted for Buyer’s review a Project Safety Plan incorporating the elements described in Appendix XII, which must demonstrate Seller’s ability to comply with the Safety Requirements on the IDD and for the Delivery Term. (iv) Seller shall have delivered to Buyer the Safety Attestation in accordance with Section 2(a) of Appendix XIV. (v) As of the IDD, no Seller’s Event of Default shall have occurred and remain uncured. (vi) At Seller’s expense, Seller or Contractor shall have constructed or caused to be constructed the Project as of the IDD and submitted the Certification for Commercial Operation in Appendix VII-A to enable (A) Seller to satisfy the obligations of the Seller herein and (B) the Project to deliver Distribution Services at the Contract Capacity to Buyer. (vii) At Seller’s expense, Seller shall have installed any necessary metering to deliver the applicable Distribution Services in accordance with Section 4.1 and any applicable tariffs of the Utility Distribution Company. (viii) Seller shall have met each Critical Milestone set forth in Appendix VI pursuant to Section 2.3.

  • Delivery Times 4.1 The delivery times agreed with regard to (parts of) the Performance to be delivered by the Supplier shall be binding. If these delivery times are exceeded, the Supplier shall automatically be in default under the Agreement without notice of default being required to that effect. 4.2 For each calendar day by which the aforesaid delivery times are exceeded, the Supplier shall pay to Wavin an amount of 0.5% of the total sum agreed with a maximum of 10%, which is a genuine pre-estimate of the losses incurred by Xxxxx. 4.3 The Supplier shall always be obliged to provide Wavin in time, and in all cases within 24 hours after the Supplier became aware of this or should reasonably have foreseen this, with adequate and written notification of its impending failure to meet the delivery time. Execution of the Agreement in partial deliveries shall require Xxxxx’s prior written consent. If Wavin so requests, the Supplier shall be obliged to submit a written production or execution schedule and/or to cooperate in progress monitoring.

  • Failure to Deliver Conversion Shares If, in the case of any Notice of Conversion, such Conversion Shares are not delivered to or as directed by the applicable Holder by the Share Delivery Date, the Holder shall be entitled to elect by written notice to the Company at any time on or before its receipt of such Conversion Shares, to rescind such Conversion, in which event the Company shall promptly return to the Holder any original Debenture delivered to the Company and the Holder shall promptly return to the Company the Conversion Shares issued to such Holder pursuant to the rescinded Conversion Notice.

  • Share Termination Delivery Unit One Share or, if the Shares have changed into cash or any other property or the right to receive cash or any other property as the result of a Nationalization, Insolvency or Merger Event (any such cash or other property, the “Exchange Property”), a unit consisting of the type and amount of such Exchange Property received by a holder of one Share (without consideration of any requirement to pay cash or other consideration in lieu of fractional amounts of any securities) in such Nationalization, Insolvency or Merger Event, as determined by the Calculation Agent. Failure to Deliver: Applicable

  • Final Completion The full and final completion of all Work in accordance with the Contract Documents.

  • Share Termination Delivery Property A number of Share Termination Delivery Units, as calculated by the Calculation Agent, equal to the Payment Obligation divided by the Share Termination Unit Price. The Calculation Agent shall adjust the Share Termination Delivery Property by replacing any fractional portion of a security therein with an amount of cash equal to the value of such fractional security based on the values used to calculate the Share Termination Unit Price.

  • DELIVERY: FOB DESTINATION, INSIDE DELIVERY, FREIGHT PAID Whenever possible, contractors should give the ordering entities 3 working days prior notice of any deliveries and/or installations. Furniture contractors will not be responsible for the removal/moving of existing furnishings unless requested by the ordering entity. Contractors should verify site readiness prior to delivery. All deliveries will be made during normal working hours unless otherwise arranged with the ordering entity. Contractor will communicate any scheduling delays and/or changes immediately. Agencies will not be responsible for any freight damage, concealed or otherwise.

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