GENERAL TERMS OF SUPPLY Sample Clauses

GENERAL TERMS OF SUPPLY. (a) During the Term of this Agreement, Company shall deliver and supply Units to Distributor, according to and in conformity with the shipping instructions of Distributor’s purchase order for same. (b) Orders for Units placed by Distributor shall be made by Distributor issuing to Company a purchase order which specifies (i) quantities and destination(s) of Units to be shipped, (ii) delivery dates at least [***] ([***]) days after the date of such purchase order, (iii) particulars of warehouses in [***] area, where the delivery of Product in question shall be made, and (iv) transport means (air or sea). If Company becomes aware of an event of Force Majeure, or any other event that it expects would prevent it from supplying Units ordered or forecasted to be ordered by Distributor on the specified delivery date(s), Company shall promptly notify Distributor. Provided, however, nothing contained in this Section 3(b) shall relieve Company of liability for failure to supply Product as required by an actual purchase order, except as excused for Force Majeure. Company will try, with its best efforts, to fill purchase orders placed by Distributor with delivery dates less than [***] days from the date of the purchase order, however, the actual delivery dates in this case shall be decided by Company in its sole discretion. In any such event, Company will confirm in writing the purchase order issued by Distributor, regardless of whether it is with regular or shorter delivery dates and each such purchase order shall become binding on both Parties upon and according to the confirmation in writing by Company. (c) During the Term of this Agreement, Distributor shall provide Company with a [***]rolling order and delivery forecast [***] (the “Annual Forecast”) in Dollars and Units ([***]) each [***]. In accordance with the terms and conditions of this Agreement, Distributor shall purchase at least 70% of the Units indicated on the Annual Forecast in the forecasted year as a minimum purchase quantity. Company shall use its [***] supply Units [***] of the Annual Forecast, if so required by the purchase orders of Distributor. Notwithstanding any other term of this Section 3(c), to the extent that a failure to meet the purchase requirements set forth in this Section 3(c) can be reasonably attributed to [***] (“Negative Developments”), including [***], then the Parties shall negotiate in good faith an appropriate reduction in the minimum purchase quantity or other appropriate mea...
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GENERAL TERMS OF SUPPLY. 4 Section 2.1 Sale and Purchase of Product............................................. 4 Section 2.2 Forecasts................................................................ 6 Section 2.3 Ordering................................................................. 6 Section 2.4 Minimum Inventory....................................................... 6 Section 2.5 Shipments............................................................... 7 Section 2.6 Receipt of Product; Acceptance........................................
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GENERAL TERMS OF SUPPLY. 17 5.1 Sale and Purchase of Product....................... 17 5.2 Inventory.......................................... 19 5.3
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GENERAL TERMS OF SUPPLY. 8.1 3M shall Manufacture or have Manufactured Product and Applicator in accordance with written orders placed by RADIUS according to the terms and conditions of this Agreement. 3M will perform all Manufacturing of Product and Applicator (except those Manufacturing processes performed by CMOs) at the 3M Facility. 3M will maintain sufficient capacity at the 3M Facility and CMOs facilities (provided that [*] notice by RADIUS is provided to add additional [*] beyond the first module and [*] notice is provided for additional [*] which require facilities modifications other than minor modification within existing space to provide utilities to additional [*]) to Manufacture the quantities of Product and Applicator as set forth in the Rolling Estimates in compliance with the warranty in Section 13.2. The Parties shall mutually agree on any change in a CMO from the CMOs planned to be used as of the Effective Date. Further, 3M will not change facilities or use additional facilities for the Manufacture of Product and Applicator under this Agreement without the prior written consent from RADIUS, such consent not to be unreasonably withheld or delayed (it being understood and agreed that RADIUS may withhold consent pending satisfaction of a quality assurance audit and regulatory and business impact assessment of the new CMO, location or additional facility, as the case may be). With respect to the initial Product CMO, 3M represents and warrants that the contract between 3M and the Product CMO will be assignable to RADIUS in accordance with this Agreement. With respect to any subsequent agreement 3M enters into with a CMO for Product, 3M will use Commercially Reasonable Efforts to include a provision in such agreement allowing 3M to assign such agreement to RADIUS without having to obtain the prior consent of such CMO. RADIUS acknowledges that the Change Order covering the design and facilities modifications that is currently being executed under the Development Agreement contemplates volumes up to [*] units of Product. In the event RADIUS requires additional volumes, the Parties shall meet in good faith to discuss the business terms to add additional capacity to meet RADIUS’ additional requirements.
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GENERAL TERMS OF SUPPLY. Unless otherwise specifically agreed upon, these General Conditions of Sale shall apply to and form part of all offers, quotations and agreements whereby the Company, offers or sells goods to another party (“the Buyer”). The Conditions of Purchase of the Buyer shall not apply, unless the Company has explicitly agreed in writing that the Conditions of Purchase of the Buyer shall apply to a specific offer, quotation or agreement. Conclusion of Agreement: Unless otherwise specifically indicated in an offer, offers or quotations from the Company shall be free of Obligation. The Company may revoke a written quotation or offer within three working days of receipt of acceptance. All offers or quotations can be revoked even if they contain a date by which they must be accepted. Where no written offer has been made by the Company, any Order from the Buyer shall only be binding on the Company after it has been confirmed in writing by the Company. Order Confirmations: Faxed orders which are also confirmed by post, must be clearly marked “CONFIRMATION ONLY” to avoid duplication. Where “CONFIRMATION” is not stated and the order then duplicated, a re-stocking fee will be incurred, where the Company is prepared to accept the return.
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GENERAL TERMS OF SUPPLY. The parties acknowledge that WFHC currently obtains its requirements of Products for sale in the United States from BMS pursuant to the Master Vaniqa® Supply Agreement. Each of WFHC’s commitments with respect to the supply of the Product and related matters under this Section 8 shall be deemed to require only that WFHC use its commercially reasonable efforts to cause BMS to fulfill any such commitment as permitted under the terms of the Master Vaniqa® Supply Agreement.
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GENERAL TERMS OF SUPPLY. 4 Section 2.1 Sale and Purchase of Product 4 Section 2.2 Forecasts 6 Section 2.3 Ordering 6 Section 2.4 Minimum Inventory 6 Section 2.5 Shipments 7 Section 2.6 Receipt of Product; Acceptance 7 Section 2.7 Quality Control; Change in Specifications or Supplier 9 Section 2.8 Material Safety Data Sheets 10 Section 2.9 WSP Supply Contracts 10 Section 2.10 Line Extension Products and New Products 10
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GENERAL TERMS OF SUPPLY 
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Related to GENERAL TERMS OF SUPPLY

  • General Terms For purposes of this Agreement the following terms shall have the following meanings:

  • GENERAL TERMS & CONDITIONS 23.1 TRAINING: Service Provider shall train designated Bank officials on the configuration, operation/ functionalities, maintenance, support & administration for software, application architecture and components, installation, troubleshooting processes of the proposed Services as mentioned in this Agreement.

  • Terms of Use The Clean Energy Council Limited (CEC) owns all intellectual property rights in the Solar PV Sale and Installation Agreement (Agreement).

  • Terms of Sale The Purchase Price for all Partnership Interests purchased pursuant to Section 8.5 or Section 8.6 shall be paid at the Closing in immediately available United States funds; provided, however: (a) If the purchaser is the Partnership, the Partnership, at its election and after consultation with counsel, may pay its portion of the Purchase Price in Class A Shares (if any), immediately available United States funds, or any combination of such consideration as follows: (i) to the extent that the Partnership elects to pay the Purchase Price in Class A Shares, the Partnership shall deliver to the Selling Partner or Former Partner such number of Class A Shares as shall be equal to the quotient of (A) the portion of the Purchase Price payable in Class A Shares, divided by (B) the Applicable Class A Closing Price Average; provided, however, that if the Partnership owns Class A Shares of more than one Company, the Partnership must deliver Class A Shares of each such Company in the same proportion as the Partnership’s ownership of Class A Shares of such Companies prior to such purchase; and (ii) immediately available United States funds equal to that portion of the Purchase Price not paid by delivery of Class A Shares. (b) If the purchaser is a Partner, such Partner, at its election, may pay its portion of the Purchase Price in Class A Shares (if any), immediately available United States funds, or any combination of such consideration as follows: (i) to the extent that the Partner elects to pay the Purchase Price in Class A Shares of a Company, such Partner shall deliver to the Selling Partner or Former Partner such number of Class A Shares of that Company as shall be equal to the quotient of (A) the portion of the Purchase Price payable in Class A Shares of that Company, divided by (B) the Applicable Class A Closing Price Average (and the Partner may pay with Class A Shares of more than one Company in which event this calculation shall be made with respect to the Class A Shares of each Company whose Class A Shares are being used for payment); and (ii) immediately available United States funds equal to that portion of the Purchase Price not paid by delivery of Class A Shares.

  • General Terms and Conditions During the term of this Contract, Contractor agrees to procure and maintain insurance which meets all County’s requirements in the General Terms and Conditions.

  • Terms of Engagement Upon selection of the OEPR Evaluator, as set forth in this Attachment U (Calculation and Adjustment of Net Energy Potential), the Seller shall retain and contract with the OEPR Evaluator in accordance with the terms of this Attachment U (Calculation and Adjustment of Net Energy Potential). The OEPR Evaluator's scope of work and expected deliverables for all OEPRs must be acceptable to Company and shall, among other things, require the OEPR Evaluator to provide (i) an estimated single number with a P-Value of 95 for annual Net Energy that could be produced by the Facility based on the estimated long-term monthly and annual total of such production over a period of ten years; (ii) a BOP Benchmark Metric for purposes of allowing the Parties to evaluate the BOP Efficiency Ratio as provided in Section 2.7(b) (Determination of BOP Benchmark) of this Agreement; and (iii) any additional information that may be reasonably required by a Party with respect to the methodology used by the OEPR Evaluator to reach its conclusion. The provisions of this Attachment U (Calculation and Adjustment of Net Energy Potential) do not impose a limit on the OEPR Evaluator's professional judgment as to what other estimates (if any) to include in the OEPR. Without limiting the professional judgment of the OEPR Evaluator in estimating the Net Energy Potential and the BOP Benchmark Metric, the following is a general description of how the Parties anticipate that the OEPR Evaluator will proceed: The purpose of an OEPR is to implement the intent of the Parties as set forth in Section 1(a) (Net Energy Potential and the Intent of the Parties) of this Attachment U (Calculation and Adjustment of Net Energy Potential) by evaluating (i) whether, when the Renewable Resource Baseline (as estimated by the OEPR Evaluator on the basis of the typical meteorological year as derived from the Site's measured meteorological data) is present and the Facility is in Full Dispatch, the Facility is capable of doing what the Parties expected the Facility to do: i.e., generating and delivering to the Point of Interconnection electric energy in an amount consistent with the then applicable Net Energy Potential of the Facility (i.e., the estimate of Net Energy Potential then being used to calculate the monthly Lump Sum Payment pursuant to Section 3 (Calculation of Lump Sum Payment) of Attachment J (Company Payments for Energy, Dispatchability and Availability of XXXX to this Agreement); and (ii) if the Facility is not doing what the parties expected in this regard, identifying a new estimated single number with a P-Value of 95 for annual Net Energy that could be generated and delivered by the Facility based on the estimated long-term monthly and annual total of such production over a period of the next ten years. At a high level, the analysis relies on reported Actual Output (i.e., energy delivered to the Point of Interconnection) during the OEPR Period of Record and the total reported Actual Generation and the WTGs (i.e., energy production measured at the WTGs) during the OEPR Period of Record to estimate Facility performance over a future evaluation period of ten years. The data from the OEPR Period of Record are first quality screened and evaluated. One-time events are assessed and removed from the record where appropriate. Values for potential energy are then calculated from the reported Actual Generation and the WTGs by adjusting for 100% availability and undispatched energy. Suitable long-term reference data sets are then identified by analyzing the reference for Density-Adjusted Wind Speeds and the normalized values for potential energy production of the WTGs over the OEPR Period of Record. Relationships between selected long-term reference wind speed data sets and normalized values for potential energy production of the WTGs are used to calculate long-term values for such on a monthly and annual basis. Finally, estimates of future Facility availability (taking into account anticipated maintenance) and losses (such as system degradation and BOP losses) are applied in order to calculate the Net Energy Potential. For this purpose, no reductions are made for future estimates of energy that Company may choose not to dispatch. If a copy of the IE Energy Assessment Report is available to the OEPR Evaluator, the OEPR Evaluator should review such Report before commencing preparation of the OEPR and evaluate whether it is appropriate for the OEPR Evaluator to take into account any of the work reflected in the IE Energy Assessment Report.

  • ADDITIONAL TERMS OF SETTLEMENT 24. This settlement is agreed upon in accordance with section 24.4 of MFDA By-law No. 1 and Rules 14 and 15 of the MFDA Rules of Procedure. 25. The Settlement Agreement is subject to acceptance by the Hearing Panel which shall be sought at a hearing (the “Settlement Hearing”). At, or following the conclusion of, the Settlement Hearing, the Hearing Panel may either accept or reject the Settlement Agreement. MFDA Settlement Hearings are typically held in the absence of the public pursuant to section 20.5 of MFDA By-law No. 1 and Rule 15.2(2) of the MFDA Rules of Procedure. If the Hearing Panel accepts the Settlement Agreement, then the proceeding will become open to the public and a copy of the decision of the Hearing Panel and the Settlement Agreement will be made available at xxx.xxxx.xx. 26. The Settlement Agreement shall become effective and binding upon the Respondent and Staff as of the date of its acceptance by the Hearing Panel. Unless otherwise stated, any monetary penalties and costs imposed upon the Respondent are payable immediately, and any suspensions, revocations, prohibitions, conditions or other terms of the Settlement Agreement shall commence, upon the effective date of the Settlement Agreement. 27. Staff and the Respondent agree that if this Settlement Agreement is accepted by the Hearing Panel: a) the Settlement Agreement will constitute the entirety of the evidence to be submitted respecting the Respondent in this matter; b) the Respondent waives any rights to a full hearing, a review hearing before the Board of Directors of the MFDA or any securities commission with jurisdiction in the matter under its enabling legislation, or a judicial review or appeal of the matter before any court of competent jurisdiction; c) Staff will not initiate any proceeding under the By-laws of the MFDA against the Respondent in respect of the contraventions described in this Settlement Agreement. Nothing in this Settlement Agreement precludes Staff from investigating or initiating proceedings in respect of any contraventions that are not set out in this Settlement Agreement. Furthermore, nothing in this Settlement Agreement shall relieve the Respondent from fulfilling any continuing regulatory obligations; d) the Respondent shall be deemed to have been penalized by the Hearing Panel pursuant to

  • TERMS OF LICENSE The terms and conditions set forth in the Contract that are in effect and applicable to a Purchase Order at the time of order placement. kk. THIRD-PARTY SOFTWARE Any software that is developed independently of Contractor and which may be governed by a separate license.

  • Specific Provisions for Access Rights to Software For the avoidance of doubt, the general provisions for Access Rights provided for in this Section 9 are applicable also to Software. Parties’ Access Rights to Software do not include any right to receive source code or object code ported to a certain hardware platform or any right to receive respective Software documentation in any particular form or detail, but only as available from the Party granting the Access Rights.

  • Central Terms For Reference Only

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