Non-Supply Sample Clauses

Non-Supply. In addition to other remedies available pursuant to ---------- this Agreement or in law or equity, in the event Seller is unable or unwilling to supply Products pursuant to the terms of this Agreement for any period longer than thirty (30) days which materially interrupts the continuous supply of Products to Buyer pursuant to the terms of this Agreement, Buyer shall be entitled to exercise its rights under the License Agreement until such time as the continuous supply is reestablished. The exclusivity requirements of Section II.A. shall also be suspended during this period.
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Non-Supply. Supplier will use its best efforts to maintain those licenses, permits, authorizations and designations required for Supplier to supply fuel to Retailer pursuant to the terms of this Agreement at locations included in the Pathway Network; provided, however, the parties acknowledge that from time to time Supplier may not be in a position as a result of circumstances beyond the reasonable control of Supplier (including without limitation, local, state or other governmental restrictions, obtaining new or modified licenses or permits needed, imposition of duplicate or additional taxes on the sale of fuel pursuant to the terms of this Agreement other than tax increases uniformly applied to all sales of fuel in general) to supply fuel to Retailer at specific locations (excluding any local or regional shortage reasons) in the manner otherwise described in this Section 12 (a “Non-Supplied Location”). Therefore, the parties agree in any such case that Retailer will procure all fuel which would otherwise be supplied by Supplier at each Non-Supplied Location for so long as Supplier is not in a position to supply fuel to such locations (the “Retailer Supplied Gallons”). For purposes of determining Pathway Supplied Gallons Target, the Total Supplier End of Month Accounting Gallons will be reduced by any Retailer Supplied Gallons for the month in question and such Non-Supplied Location [*] designates portions of this document that have been omitted pursuant to a request for confidential treatment filed separately with the Securities and Exchange Commission. will not otherwise be subject to Supplier’s obligation to supply fuel in accordance with this Section 12. On a monthly basis, Retailer will pay to Supplier a Non-Supply Fee for each gallon of Retailer Supplied Gallons, determined on a location-by-location basis. The “Non-Supply Fee” for a Non-Supplied Location shall equal [*].
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Non-Supply. If we cannot comply with this Agreement for any reason beyond our control or we cannot supply you owing to siteworks, repair, maintenance or safety reasons, then we will not be in breach of this Agreement. We do not guarantee and shall not be liable for the delivery of electricity at all times or that electricity will be free of brief variations in voltage or frequency attributable to the operation or failure of each relevant Distributor’s System, any other relevant system or the NGC Transmission System. Where a direction is given to us under section 34(3) or 96 of the Electricity Xxx 0000 (as amended) or under section 2(1)(b) of the Energy Xxx 0000 (emergencies) we are permitted to discontinue or restrict the electricity supply and you shall refrain from using electricity immediately upon being told to do so by us or the Distributor.
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Non-Supply. The Owner will endeavour to supply equipment as ordered but will not accept responsibility for non-delivery, delay in delivery or inability to supply equipment when required. Where the Owner is unable to supply a product or service quoted for, an alternative product will be sought or a refund will be provided after consultation with the Hirer.
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Non-Supply. If we cannot comply with the Agreement for any reason beyond our control or we cannot supply you owing to siteworks, repair, maintenance or safety reasons, then we will not be in breach of the Agreement. Where the failure was due to the company which owns the pipes connected to your site we will pass on to you any sums which it pays us less a 10% charge to cover our administration costs. Where a direction is given to us under section 2(1)(b) of the Energy Xxx 0000 (emergencies), or for the duration of a pipe-line system emergency, we are entitled to discontinue or restrict the gas supply and you shall refrain from using gas immediately upon being told to do so by us or a transporter. In the event that the supply is curtailed due to a Gas Deficit Emergency under the Uniform Network Code, we will pass on to you any Demand Side Response (“DSR”) Payment that we receive in respect of your site, as soon as reasonably practicable after we have received it.
Sample 1
Non-Supply. If we cannot comply with the Agreement for any reason beyond our control or we cannot supply you owing to siteworks, repair, maintenance or safety reasons, then we will not be in breach of the Agreement. Where the failure was due to the company which owns the pipes connected to your site we will pass on to you any sums which it pays us less a 10% charge to cover our administration costs. Where a direction is given to us under section 2(1)(b) of the Energy Xxx 0000 (emergencies), or for the duration of a pipe-line system emergency, we are entitled to discontinue or restrict the gas supply and you shall refrain from using gas immediately upon being told to do so by us or the Transporter.
Sample 1
Non-Supply. In addition to other remedies available pursuant to this Agreement or in law or equity, in the event Memry is unable or unwilling to supply Products pursuant to Memry's standard terms and conditions in effect from time to time (including pricing) to potential customers identified by Sales Agent within the Market in the Territory for any period longer than thirty (30) days, which inability or unwillingness materially interrupts the continuous supply of Products to Memry's customers procured by Sales Agent for Products pursuant to the terms of this Agreement, Sales Agent shall be entitled to exercise its rights under the License Agreement until such time as Memry is again willing and able to supply Products within the Market in the Territory as aforesaid. The exclusivity requirements of Section 2(d) above shall also be suspended during this period. Sales Agent shall, not later than ten (10) days after each such sale of Products in the Market in the Territory by Sales Agent, notify Memry of (i) the sale so consummated (including the amount sold, the price and the customer), and (ii) the source or sources (whether internal or from a third party) of the Products so sold.
Sample 1
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Related to Non-Supply

  • Information Supplied None of the information supplied or to be supplied by or on behalf of the Company Parties for inclusion or incorporation by reference in the Form S-4 or the Proxy Statement/Prospectus will (a) in the case of the Form S-4, at the time such document is filed with the SEC, at any time such document is amended or supplemented or at the time it is declared effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading, or (b) in the case of the Proxy Statement/Prospectus, on the date such Proxy Statement/Prospectus is first mailed to the Company’s stockholders or Parent’s stockholders or at the time of the Company Stockholder Meeting or at the Parent Stockholder Meeting or at the time that the Form S-4 is declared effective or at the Company Merger Effective Time, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading. At each of the times described in the preceding sentence, the Form S-4 and the Proxy Statement/Prospectus will (with respect to the Company, its directors and officers and the Company Subsidiaries) comply as to form in all material respects with the applicable requirements of the Securities Laws. No representation or warranty is made hereunder as to statements made or incorporated by reference in the Form S-4 or the Proxy Statement/Prospectus that were not supplied by or on behalf of the Company or the Partnership.

  • Production Support Each Software Subscription comes with Standard or Premium Production Support. Red Hat only provides Production Support for the Red Hat Products and does not provide any Production Support for any underlying infrastructure or for any third party products that may be running on any servers or virtual machines.

  • Litigation Support In the event and for so long as any Party actively is contesting or defending against any charge, complaint, action, suit, proceeding, hearing, investigation, claim, or demand in connection with (i) any transaction contemplated under this Agreement or (ii) any fact, situation, circumstance, status, condition, activity, practice, plan, occurrence, event, incident, action, failure to act, or transaction on or prior to the Closing Date involving the Seller, each of the other Parties will cooperate with the contesting or defending Party and its counsel in the contest or defense, make available his or its personnel, and provide such testimony and access to its books and records as shall be necessary in connection with the contest or defense, all at the sole cost and expense of the contesting or defending Party (unless the contesting or defending Party is entitled to indemnification therefor under Section 7 below).

  • Listing Information Supply CBB shall provide to Verizon on a regularly scheduled basis, at no charge, and in a format required by Verizon or by a mutually agreed upon industry standard (e.g., Ordering and Billing Forum developed) all Listing Information and the service address for each CBB Customer whose service address location falls within the geographic area covered by the relevant Verizon directory. CBB shall also provide to Verizon on a daily basis: (a) information showing CBB Customers who have disconnected or terminated their service with CBB; and (b) delivery information for each non-listed or non-published CBB Customer to enable Verizon to perform its directory distribution responsibilities. Verizon shall promptly provide to CBB (normally within forty-eight (48) hours of receipt by Verizon, excluding non-business days) a query on any listing that is not acceptable.

  • Information Supplementation Prior to the Commercial Operation Date, the Developer and Connecting Transmission Owner shall supplement their information submissions described above in this Article 24 with any and all “as-built” Large Generating Facility information or “as-tested” performance information that differs from the initial submissions or, alternatively, written confirmation that no such differences exist. The Developer shall conduct tests on the Large Generating Facility as required by Good Utility Practice such as an open circuit “step voltage” test on the Large Generating Facility to verify proper operation of the Large Generating Facility’s automatic voltage regulator. Unless otherwise agreed, the test conditions shall include: (1) Large Generating Facility at synchronous speed; (2) automatic voltage regulator on and in voltage control mode; and (3) a five percent change in Large Generating Facility terminal voltage initiated by a change in the voltage regulators reference voltage. Developer shall provide validated test recordings showing the responses of Large Generating Facility terminal and field voltages. In the event that direct recordings of these voltages is impractical, recordings of other voltages or currents that mirror the response of the Large Generating Facility’s terminal or field voltage are acceptable if information necessary to translate these alternate quantities to actual Large Generating Facility terminal or field voltages is provided. Large Generating Facility testing shall be conducted and results provided to the Connecting Transmission Owner and NYISO for each individual generating unit in a station. Subsequent to the Commercial Operation Date, the Developer shall provide Connecting Transmission Owner and NYISO any information changes due to equipment replacement, repair, or adjustment. Connecting Transmission Owner shall provide the Developer and NYISO any information changes due to equipment replacement, repair or adjustment in the directly connected substation or any adjacent Connecting Transmission Owner substation that may affect the Developer Attachment Facilities equipment ratings, protection or operating requirements. The Developer and Connecting Transmission Owner shall provide such information no later than thirty (30) Calendar Days after the date of the equipment replacement, repair or adjustment.

  • Information Supplied by Underwriters The statements set forth in the last paragraph on the front cover page and under the heading "Underwriting" in any Preliminary Prospectus or the Prospectus (to the extent such statements relate to the Underwriters) constitute the only information furnished by any Underwriter through the Representatives to the Company for the purposes of Sections 2(b) and 8 hereof. The Underwriters confirm that such statements (to such extent) are correct.

  • Non-Supplantation of Funds Subrecipient shall not supplant any Federal, State, or County funds intended for the purposes of this Contract with any funds made available under this Contract. Subrecipient shall not claim reimbursement from County for, or apply sums received from County with respect to, that portion of its obligations which have been paid by another source of revenue. Subrecipient agrees that it shall not use funds received pursuant to this Contract, either directly or indirectly, as a contribution or compensation for the purposes of obtaining Federal, State, or County funds under any Federal, State, or County program without prior written approval from the County.

  • Workers' Compensation Supplement Where a regular Grid A full-time employee is qualified for Workers' Compensation, the Employer shall make up the difference between the employee's regular straight time earnings at his or her regular hourly rate of pay and what he or she receives from the Workers' Compensation Board for the first three (3) scheduled working days of absence from the job. This is to be taken out of the Sick Leave credits of the employee if such credits exist. Otherwise, the Employer shall pay this amount. Thereafter, the Employer shall make up the difference between ninety percent (90%) of the employee's net straight time earnings based on his or her regular hourly rate of pay and what he or she receives from the Workers' Compensation Board for a period of up to thirteen (13) weeks from the first (1st) day of absence due to injury on the job. Part-time employees shall be entitled to use their Sick Leave accumulation for make-up to one hundred percent (100%) for the first three (3) scheduled working days of absence. In the event the Workers' Compensation Board challenges initial coverage, or after going on W.C.B. benefits, the Workers' Compensation Board terminates such benefits because the Board has decided that the employee's disability is no longer related to the compensable injury, the Employer will pay the Workers' Compensation Board portion and an amount equal to the difference between ninety percent (90%) of the employee's net straight time earnings and the Workers' Compensation Board portion for a period up to thirteen (13) weeks as an advance until the matter is decided. If the claim is later allowed by the Workers' Compensation Board, the Employer will be refunded that portion of the advance paid by the Workers' Compensation Board either directly from the Board or, if not possible, from the employee. At the Employer's option, the employee will pursue the Appeals Procedure under the Workers' Compensation Board.

  • No Material Misstatement or Omission The Underwriters shall not have discovered and disclosed to the Company on or prior to the Closing Date and any Option Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of Representative Counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the Registration Statement, the Pricing Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of Representative Counsel, is material or omits to state any fact which, in the opinion of Representative Counsel, is material and is necessary in order to make the statements, in the light of the circumstances under which they were made, not misleading.

  • Information to be Supplied (a) The information supplied or to be supplied by the Company for inclusion or incorporation by reference in (i) the Registration Statement will, at the time the Registration Statement is filed with the SEC and at the time it becomes effective under the Securities Act, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading and (ii) the Schedule 13E-3 will, at the time it is first filed with the SEC and at any time it is amended or supplemented, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading. (b) The Proxy Statement will, at the time of the mailing thereof and at the time of the Company Stockholder Meeting, not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading or omit to state any material fact necessary to correct any statement in any earlier communication with respect to the solicitation of proxies for the Company Stockholder Meeting which has become untrue or misleading. (c) The Registration Statement and the Schedule 13E-3 (in each case with respect to information provided by or incorporated by reference from, the Company) and the Proxy Statement will comply as to form in all material respects with the provisions of the Securities Act and the Exchange Act. (d) Notwithstanding the foregoing, the Company makes no representation or warranty with respect to any statements made or incorporated by reference in the Registration Statement, the Proxy Statement or the Schedule 13E-3 based on information supplied by Holding or Acquiror for inclusion or incorporation by reference therein.

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