Repair or Replacement Clause Samples
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Repair or Replacement. (i) In the event of a Casualty or Taking between the Effective Date and the Closing Date, Seller shall elect, at its option, to either (A) repair or replace or make adequate provision for the repair or replacement of the Damaged Portion of the Purchased Assets at Seller’s cost prior to the Closing, in which case Buyer’s obligation to effect the Closing shall not be affected, but the Closing Date (and the End Date, if necessary) shall be deferred until three (3) Business Days after repairs 38 or replacement have been completed and the Damaged Portion of the Purchased Assets is fully repaired or restored to the condition thereof immediately prior to such Casualty or Taking in accordance with applicable Laws or Orders, or (B) negotiate with Buyer to reduce the Purchase Price to reflect the cost to repair or replace the Damaged Portion of the Purchased Assets and the post-Closing loss of net income associated with such business interruption (such repair or replacement costs and loss of net income, the “Repair Costs”). Notwithstanding the foregoing, Seller’s election in clause (A) of this Section 8.5(b)(i) shall be unavailable and clause (B) of this Section 8.5(b)(i) shall apply if the Damaged Portion of the Purchased Assets cannot reasonably be expected to be fully repaired or restored to the condition thereof immediately prior to such Casualty or Taking in accordance with applicable Laws or Orders on or before the date that is 180 days following the occurrence of the Casualty or Taking (the “Casualty Event Termination Date”)
(ii) If Seller and Buyer agree on the Repair Costs within fifteen (15) days of Buyer’s receipt of Seller’s notice of the Casualty or Taking (the “Repair Negotiation Period”), Buyer’s obligation to effect the Closing shall not be affected, but the Purchase Price shall be reduced by the Repair Costs so agreed.
(iii) If Seller and Buyer do not agree on the Repair Costs within the Repair Negotiation Period (a “Repair Cost Dispute”), Buyer or Seller may request an engineering company (and/or other appropriate specialist) that shall be mutually agreed to by Buyer and Seller to evaluate the Damaged Portion of the Purchased Assets and the loss of net income associated with such business interruption and deliver to Buyer and Seller its written estimate of the Repair Costs (the “Third-Party Estimate”) within fifteen (15) days after the end of the Repair Negotiation Period. If the Third-Party Estimate is less than the Buyer Casualty Threshold (or gr...
Repair or Replacement. (a) If the Meter malfunctions or fails due to reasons other than your negligence or accident,. usage which exceeds our recommendations, use of Meter in a manner not authorized by this Agreement or any operator guide, use of equipment in an environment with unsuitable humidity and/or line voltage, damage in transit, virus contamination or loss of data, loss or fluctuation of power, fire, flood or other natural causes, external forces beyond our control, sabotage or service by anyone other than us, failure to use applicable software updates, use of Meter with any system for which we have advised you we will no longer provide support or which we have advised you is no longer compatible, or use of third party supplies (such as ink), hardware or software that results in (i) damage to Meter (including damage to printheads), (ii) poor indicia, text or image print quality, (iii) indicia readability failures or (iv) a failure to print indicia, text or images (b) REPAIR OR REPLACEMENT IS YOUR SOLE REMEDY.
Repair or Replacement. If, following the inspection of the Unit, Summit Homes and Summit Blue Silverthorne, LLC or Initial Purchaser reasonably determine that a valid warranty claim exists, Summit Homes shall, within the time frames under Section 6C above, repair or replace, at its option, (i) the defective item and (ii) the damage to those portions of the Unit installed by Summit Homes caused thereby and, upon completion of the repair or replacement, shall leave the Unit in a broom clean condition. Summit Homes shall not be responsible if patterns in floor coverings, wall coverings, or other finished surfaces have been discontinued, however, Summit Homes shall use best efforts to obtain the same. All work shall be performed by Summit Homes or subcontractors chosen by Summit Homes. Summit Homes will not honor invoices, bills, or receipts for labor performed or materials furnished by or at the direction of Summit Blue Silverthorne, LLC or Initial Purchaser unless such work is performed by Summit Blue Silverthorne, LLC or Initial Purchaser after the time allotted for Summit Homes’ performance of such repair or replacement.
Repair or Replacement. Except where an appraisal has been made, the Insurer, instead of making payment, may, within a reasonable time, repair, rebuild or replace the property damaged or lost with other of like kind and quality if, within seven days after the receipt of the proof of loss, it gives written notice of its intention to do so.
Repair or Replacement. (1) Unless a dispute resolution process has been initiated, the Insurer, instead of making payment, may repair, rebuild, or replace the insured property lost or damaged, on giving written notice of its intention to do so within thirty days after receiving the proof of loss.
(2) If the Insurer gives notice under subparagraph (1) of this condition, the Insurer must begin to repair, rebuild, or replace the property within forty-five days after receiving the proof of loss, and must proceed with all due diligence to complete the work within a reasonable time.
Repair or Replacement. Items of protective clothing purchased by the City shall be repaired or replaced when necessary at the discretion of the City.
Repair or Replacement. Amounts in the special restoration account described in
(a) above shall be applied to the repair, replacement, restoration or rebuilding of the Project if the Borrower shall deliver or cause to be delivered to the Trustee within ninety (90) days or such longer period as approved by the Authority of the event giving rise to the Net Proceeds written notice of its determination that such proceeds may be applied to the repair, replacement, restoration or rebuilding of the Project or part thereof in an economical manner, and that such proceeds shall be sufficient, together with any other moneys deposited into such special restoration account for such purpose together with (1) evidence of the Authority’s written consent thereto, and (2) a report of a management consultant to the effect that following such repair or restoration, the tests set forth in Section 6.16 of the Loan Agreement with respect to coverage levels in the Coverage Requirement Certificate will be met. Upon compliance with these conditions, the Trustee shall disburse the moneys so deposited for such repair, replacement, restoration or rebuilding, but not in an aggregate amount exceeding the cost thereof, upon receipt of a certificate of a Borrower Representative approved by the Oversight Agent, with copies to the Authority stating (i) the amount to be paid, (ii) the name of the person to which payment is to be made, and (iii) that such amount, together with all prior payments from such account, do not exceed the cost of such repair, replacement, restoration or rebuilding; provided that prior to making any such payments, the Trustee shall first have received a certificate of a Borrower Representative approved by the Oversight Agent with copies to the Authority stating (i) the estimated cost of such repair, replacement, restoration or rebuilding, (ii) that such repair, replacement, restoration or rebuilding is, in the signer’s opinion, economically practicable with the proceeds of such condemnation award, sale of land or hazard insurance claim, and other moneys, if any, deposited in such account, and (iii) that the plans and specifications, if any, prepared for such repair, replacement, restoration and rebuilding have been approved by the Authority. All disbursements made by the Trustee pursuant to such Borrower’s Certificates shall be presumed to be made properly, and the Trustee shall not be required to see to the application of any payments so made or inquire into the purposes for which such dis...
Repair or Replacement. In the event that all or any part of the Available System or optical or electronic equipment owned by IXC requires replacement during the term of this Agreement, such replacement shall be on a timely basis, and at the expense of IXC. This replacement will be scheduled at IXC's reasonable discretion upon adequate notice to PSINet or at PSINet's reasonable request.
Repair or Replacement. If the Supplier receives a Notice from the Buyer to repair or replace the Goods, the Supplier must promptly repair or replace the Goods in question, so that the Goods (or replacement Goods) comply with the warranties in clause 2.9.
Repair or Replacement. At Our option, a covered Breakdown may be remedied by repair, reline, or replacement. If We decide to replace equipment, the replacement equipment will be of similar features, capacity and efficiency.