Prospective Failure Sample Clauses

Prospective Failure. Failure to meet the Delivery Date specified on the face of this Order shall constitute a breach of this Order. Seller shall give AGILENT notice of any prospective failure to ship Goods or provide Services in time to meet the Delivery Date. If only a portion of Goods is available for shipment to meet the Delivery Date, Seller shall ship the available Goods unless directed by AGILENT to reschedule shipment. If only a portion of the Services can be performed on the Delivery Date, Seller shall perform such Services unless directed by AGILENT to reschedule performance. Partial deliveries shall be deemed late shipments and be considered complete only when all Goods and Services have been shipped. Notwithstanding the above, upon Seller’s notice of any prospective failure to ship Goods or provide Services in time to meet the Delivery Date, AGILENT reserves the right to terminate the Order and any subsequent Orders without any charge or liability.
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Prospective Failure. Failure to meet the Delivery Date specified on the face of this Order shall constitute a breach of this Order. Seller shall give AGILENT notice of any prospective failure to ship Goods or provide Services in time to meet the Delivery Date. If only a portion of Goods is available for shipment to meet the Delivery Date, Seller shall ship the available Goods unless directed by AGILENT to reschedule shipment. If only a portion of the Services can be performed on the Delivery Date, Seller shall perform such Services and for all additional costs incurred by AGILENT in purchasing any such replacement services.
Sample 1
Prospective Failure. Failure to meet the Delivery Date specified on the face of this Order shall constitute a breach of this Order. Supplier shall give BRIDGELUX notice of any prospective failure to ship Goods or provide Services in time to meet the Delivery Date as soon as Supplier is aware that the shipment will not be on time. Such notification shall include action plans for expediting the affected Goods. If only a portion of Goods is available for shipment to meet the Delivery Date. Supplier shall ship the available Goods unless directed by BRIDGELUX to reschedule shipment. If only a portion of the Services can be performed on the Delivery Date, Supplier shall perform such Services unless directed by BRIDGELUX to reschedule performance. Partial deliveries shall be deemed late shipments and be considered complete only when all Goods and Services have been shipped. Notwithstanding the above, upon Supplier’s notice of any prospective failure to ship Goods or provide Services in time to meet the Delivery Date, BRIDGELUX reserves the right to terminate the Order and any subsequent Orders without any charge or liability, provided that any cancelled portion shall nevertheless be counted as purchased for purposes of determining Bridgelux’s right to any quantity discounts.
Sample 1
Prospective Failure. Failure to meet the Delivery Date specified on the face of this Order shall constitute a breach of this Order. Seller shall maintain the ability to contact NEPHRON on a twenty-four (24) hour a day, seven (7) day a week basis in order to communicate and manage any situation that threatens to interrupt the NEPHRON supply chain. Seller shall agree to notify NEPHRON immediately if Seller ever has reason to believe that any Product will not be delivered as ordered, or an entire shipment will result in any prospective failure to deliver Products in time to meet the Delivery Date. If only a portion of Product is available for shipment to meet the Delivery Date, Seller shall ship the available Product unless directed by NEPHRON to reschedule shipment. If only a portion of the Product can be provided on the Delivery Date, Seller shall provide requested Product unless directed by NEPHRON to reschedule delivery. Partial deliveries shall be deemed late shipments and be considered complete only when all Product has been delivered or provided. Notwithstanding the above, upon Seller’s notice of any prospective failure to provide Product in time to meet the Delivery Date, NEPHRON reserves the right to terminate the Purchase Order and any subsequent Purchase Orders without any charge or liability.
Sample 1
Prospective Failure. Seller shall give SFE notice of any prospective failure to ship Goods or provide Services on the delivery date specified by SFE (the “Delivery Date”).
Sample 1
Prospective Failure. Seller shall give Buyer notice of any prospective failure to ship goods on the delivery date specified by Buyer. （潜在的失效：卖方应就任何潜在因素导致无法按照买方指定的交货日期出货的情况，给予买方提前通知。）
Sample 1
Prospective Failure. Failure to meet the Delivery Date specified on the face XXX@xxxxxxx.xxx for part changes notice related to products supplied by invoices to and receive Orders from A-Cgiomlemnetrc(etSheyst“oEf thmis ”Or)der.shall constitute a breach of this Order. Seller shall give Agilent Technologies. For part changes related to products supplied to Agilent The electronic Seller account will be established within 30 days of the date of this Order. If Agilent has established an E-Commerce System applicable to this Agreement, the use of the E-Commerce System is a material obligation of Seller, and Agilent will not pay any invoice unless Seller has submitted such invoice through the E-Commerce System.
Sample 1
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Related to Prospective Failure

  • Payment Failure Any Credit Party (i) fails to pay any principal when due under this Agreement or (ii) fails to pay, within three Business Days of when due, any other amount due under this Agreement or any other Credit Document, including payments of interest, fees, reimbursements, and indemnifications;

  • Epidemic Failure “Epidemic Failure” for any particular Product shall mean a failure resulting from defects in material, workmanship, and manufacturing process, including but not limited to the use of Components with known defects. The Epidemic Failure clause shall be invoked [***]. The failure rate may be calculated [***], as determined by BUYER. Epidemic failures do not supersede the requirements of any expressed or implied warranty defined herein. In the case of an epidemic failure, SUPPLIER’s obligation is to propose an action plan to fix the failure of any affected Product within seventy-two (72) hours of discovery. SUPPLIER shall implement this action plan upon BUYER’s acceptance thereof. If the action plan is not acceptable to BUYER, BUYER can require SUPPLIER to repair or replace, at BUYER’s option, the affected Product. In addition to bearing the costs associated therewith, if requested by BUYER, SUPPLIER shall support and provide at SUPPLIER’s expense a sufficient number of units of the Product to permit the field exchange or “hot swap” of Products at customer sites. The parties agree to make all reasonable efforts to complete the repair or replacement of all affected Products within eight (8) Business Days after written notice of epidemic failure by BUYER to SUPPLIER. SUPPLIER also agrees that BUYER will be supported with accelerated shipments of replacement Product to cover BUYER’s supply requirements. If an Epidemic Failure is caused by (i) a design, including a BUYER-provided test process, as required by the Specifications or (ii) a failure by a Component required by the Specifications, (iii) misuse or damage during transit or damage by a third party at no fault of SUPPLIER, SUPPLIER shall perform the obligations in this Section 10.5 and BUYER shall pay to SUPPLIER the fees mutually agreed upon by the parties in writing. If an Epidemic Failure is caused by any other reason other than as set forth in the immediately preceding sentence, SUPPLIER shall perform the obligations set forth in this Section free of charge. Confidential treatment is being requested for portions of this document. This copy of the document filed as an exhibit omits the confidential information subject to the confidentiality request. Omissions are designated by the symbol [***]. A complete version of this document has been filed separately with the Securities and Exchange Commission.

  • Lenders’ Failure to Perform All Advances (other than Swing Loans and Agent Advances) shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

  • Power Failure Power Failure means the failure of power or other utility service if the failure takes place off the "residence premises". But if the failure results in a loss, from a Peril Insured Against on the "residence premises", we will pay for the loss caused by that peril.

  • Equipment Failures In the event of equipment failures beyond the Administrator's control, the Administrator shall take reasonable and prompt steps to minimize service interruptions but shall have no liability with respect thereto. The Administrator shall develop and maintain a plan for recovery from equipment failures which may include contractual arrangements with appropriate parties making reasonable provision for emergency use of electronic data processing equipment to the extent appropriate equipment is available.

  • Termination Due to Force Majeure Event If the period of Force Majeure continues or is in the reasonable judgment of the Parties likely to continue beyond a period of 120 (one hundred and twenty) Days, the Parties may mutually decide to terminate this Agreement or continue this Agreement on mutually agreed revised terms. If the Parties are unable to reach an agreement in this regard, the Affected Party shall after the expiry of the said period of 120 (one hundred and twenty ) Days be entitled to terminate the Agreement in which event, the provisions of Articles 16 and 17 shall, to the extent expressly made applicable, apply.

  • Termination due to Force Majeure 13.5.1 If the Force Majeure Event or its effects continue to be present beyond the period as specified in Article 4.5.3, either Party shall have the right to cause termination of the Agreement. In such an event, this Agreement shall terminate on the date of such Termination Notice.

  • Default; Breach A “Default” is defined as a failure by the Lessee to comply with or perform any of the terms, covenants, conditions or Rules and Regulations under this Lease. A “Breach” is defined as the occurrence of one or more of the following Defaults, and the failure of Lessee to cure such Default within any applicable grace period:

  • Major Default The Purchasers shall be considered to be in “Major Default” in the event that (a) the Purchasers are in breach of their obligations under the Agreement and (b) such breaches, individually or in the aggregate, resulted or would reasonably be expected to result in (i) material Losses to the Sellers or their Affiliates, (ii) material reputational harm to the Sellers or their Affiliates, (iii) material and adverse regulatory consequences to the Sellers or their Affiliates, for which, in each case of clauses (i) through (iii), indemnification by the Purchasers pursuant to Article 8 of the Agreement would not be sufficient to remedy all damages incurred by the Sellers and their Affiliates or (iv) if the Sellers reasonably determine, based on the advice of counsel, that it would reasonably be expected to be a violation of their fiduciary duties under applicable Law to not terminate the Agreement, taking into account the indemnification by the Purchasers pursuant to Article 8 of the Agreement; provided, that the following breaches shall be excluded, and not taken into account, in determining if a Major Default has occurred: (x) any breach to the extent resulting from any action taken by the Purchasers pursuant to and in accordance with written direction given by the Sellers and (y) any breach to the extent arising out of or resulting from, directly or indirectly, a breach by the Sellers of the Agreement, the Transition Services Agreement or the Purchase Agreement.

  • Customer Default The occurrence at any time of any of the following events shall constitute a “Customer Default”:

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