Common use of Maintenance and Improvements Clause in Contracts

Maintenance and Improvements. During the Term, Supplier shall perform all maintenance reasonably required to keep the Voghera Assets in good operating order, repair, condition and appearance and in accordance with normal industry standards, normal wear and tear and impairments of value excepted. Notwithstanding the foregoing, Purchaser, and not Supplier or any of its Affiliates, shall be obliged to conduct, or cause to be conducted, mold refurbishments reasonably required to maintain the Voghera Assets and shall be responsible for the cost of repairing or replacing any Voghera Assets that are defective or malfunctioning (except to the extent that such defects or malfunctions arise as a result of Supplier’s failure to maintain the Voghera Assets in accordance with the first sentence of this Section 5.4). Prior to the start of each calendar year, Supplier shall provide Purchaser with an estimate of capital investments with respect to the Voghera assets for the next year. Neither Supplier nor any of its Affiliates shall make any capital expenditures in respect of capital investments with respect to the Voghera Assets without the prior written consent of Purchaser. Upon receipt of such consent, Supplier shall make, or cause to be made, such capital expenditures and shall invoice Purchaser for any expenses incurred in undertaking such capital expenditures. If Purchaser does not consent to, or agree to reimburse Supplier for any such capital expenditures, neither Supplier nor any of its Affiliates shall have any obligation to make such capital expenditures and none of them shall be liable for any interruptions or deficiencies if the supply of PET Preforms under this Agreement, any deterioration of the Voghera Assets or any other liability, arising out of or resulting from the failure to make any such capital expenditure. The parties agree that capital expenditures subject to approval and reimbursement by Purchaser shall not include costs associated with routine maintenance (other than mold refurbishments) covered by the first sentence of this Section 5.4.

Maintenance and Improvements. During the Term, Supplier shall perform all maintenance reasonably required to keep the Voghera Newark Assets in good operating order, repair, repair condition and appearance and in accordance with normal industry standards, normal wear and tear and impairments of value excepted. The Newark Assets shall be maintained by Supplier as directed by Purchaser and consistent with Purchaser’s then-current procedures for preventative maintenance and operating procedures including weekly and annual preventative maintenance work. Consideration for the maintenance of Newark Assets by Supplier for the Term is incorporated in the prices for Existing Plastic Components included in Schedule A and will be included in the prices for any New Plastic Components. Notwithstanding the foregoing, Purchaser, and not Supplier or any of its Affiliates, shall be obliged to conduct, or cause to be conducted, mold refurbishments reasonably required to maintain the Voghera Newark Assets and shall be responsible for the cost of repairing or replacing any Voghera Newark Assets that are defective or malfunctioning (except to the extent that such defects or malfunctions arise as a result of Supplier’s failure to maintain the Voghera Newark Assets in accordance with the first sentence two sentences of this Section 5.45.5). Prior to the start of each calendar year, Supplier shall provide Purchaser with an estimate of capital investments with respect to the Voghera assets Newark Assets for the next year. Neither Supplier nor any of its Affiliates shall make any capital expenditures in respect of capital investments with respect to the Voghera Newark Assets without the prior written consent of Purchaser. Upon receipt of such consent, Supplier shall make, or cause to be made, such capital expenditures and shall invoice Purchaser for any expenses incurred in undertaking such capital expenditures. If Purchaser does not consent to, or agree to reimburse Supplier for any such capital expenditures, neither Supplier nor any of its Affiliates shall have any obligation to make such capital expenditures and none of them shall be liable for any interruptions or deficiencies if the supply of PET Preforms Plastic Components under this Agreement, any deterioration of the Voghera Newark Assets or any other liability, arising out of or resulting from the failure to make any such capital expenditure. The parties agree that capital expenditures subject to approval and reimbursement by Purchaser shall not include costs associated with routine maintenance (other than mold refurbishments) covered by the first sentence two sentences of this Section 5.45.5.

Maintenance and Improvements. During the Term, Supplier shall perform all maintenance reasonably required to keep the Voghera SLC Assets in good operating order, repair, repair condition and appearance and in accordance with normal industry standards, normal wear and tear and impairments of value excepted. The SLC Assets shall be maintained by Supplier as directed by Purchaser and consistent with Purchaser’s then-current procedures for preventative maintenance and operating procedures including weekly and annual preventative maintenance work. Consideration for the maintenance of SLC Assets by Supplier for the Term is incorporated in the prices for Existing PET Products included in Schedule A and will be included in the prices for any New PET Products. Notwithstanding the foregoing, Purchaser, and not Supplier or any of its Affiliates, shall be obliged to conduct, or cause to be conducted, mold refurbishments reasonably required to maintain the Voghera SLC Assets and shall be responsible for the cost of repairing or replacing any Voghera SLC Assets that are defective or malfunctioning (except to the extent that such defects or malfunctions arise as a result of Supplier’s failure to maintain the Voghera SLC Assets in accordance with the first sentence two sentences of this Section 5.44.10). Prior to the start of each calendar year, Supplier shall provide Purchaser with an estimate of capital investments with respect to the Voghera assets SLC Assets for the next year. Neither Supplier nor any of its Affiliates shall make any capital expenditures in respect of capital investments with respect to the Voghera SLC Assets without the prior written consent of Purchaser. Upon receipt of such consent, Supplier shall make, or cause to be made, such capital expenditures and shall invoice Purchaser for any expenses incurred in undertaking such capital expenditures. If Purchaser does not consent to, or agree to reimburse Supplier for any such capital expenditures, neither Supplier nor any of its Affiliates shall have any obligation to make such capital expenditures and none of them shall be liable for any interruptions or deficiencies if the supply of PET Preforms Products under this Agreement, any deterioration of the Voghera SLC Assets or any other liability, arising out of or resulting from the failure to make any such capital expenditure. The parties agree that capital expenditures subject to approval and reimbursement by Purchaser shall not include costs associated with routine maintenance (other than mold refurbishments) covered by the first sentence two sentences of this Section 5.44.10.