Supply of the Goods. 2.1 During The Term the Supplier shall sell and the Distributor shall purchase the Goods ordered by the Distributor for resale, subject to the Terms of this contract.
2.2 The specification of the Goods shall be as set out in schedule 1, but the Supplier reserves the right to make any change in the specification of the Goods that is necessary in order for them to conform with any applicable laws, provided the Supplier promptly informs the Distributor in writing of any such change that it proposes to make.
2.3 The Distributor shall promptly inform the Supplier of any proposed change in the specification of the Goods which is necessary in order for them to conform with any applicable laws in the Territory, in which event the Supplier shall promptly notify the Distributor in writing whether it is willing to change the specification and (if so) any resulting change in the price of the Goods. If the Supplier does not notify the Distributor in writing within a reasonable time (not exceeding [thirty (30) days – specify any other period]) that it agrees to the change in the specification, or if it does do so but the Distributor does not notify the Supplier in writing within a reasonable time (not exceeding [thirty (30) days – specify any other period]) that it agrees any change in the price of the Goods proposed by the Supplier, the Goods in question shall cease to be subject to this contract, and where the Goods in question form all or a substantial proportion of the Goods covered by this contract, either party may terminate this contract by giving written notice to the other party.
2.4 In each [year – specify any other period] of the Term the Distributor, unless prevented by force majeure, shall order from the Supplier not less than the minimum quantity of the Goods specified in schedule 2. If the Supplier fails by reason of force majeure or otherwise to supply the Distributor with that quantity of the Goods, the minimum quantity of the Goods for the [year – specify any other period] in question shall be reduced by the quantity of the Goods that the Supplier fails to supply.”.]
2.5 Subject to the provisions of this contract, the supply of the Goods shall be made on the basis of the terms of sale set out in schedule 4. In the event of any conflict between those terms and the terms of this contract, the terms of this contract shall prevail.
Supply of the Goods.
3.1 The Company shall supply and the Customer shall purchase the Goods at the Price in accordance with the Terms of this agreement.
3.2 The Goods supplied to the Customer by the Company under this agreement shall:
3.2.1 conform to the Specification;
3.2.2 be free from defects in design, material and workmanship and remain so for a minimum of 12 months from the date of Delivery of the Goods, or 15 months from notification of readiness to deliver, whichever is the sooner in accordance with clause 12.1; and
3.2.3 comply with all applicable statutory and regulatory requirements.
3.3 Except as set out in this agreement, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this agreement.
3.4 The Company shall deliver the Goods to the Customer as follows:
3.4.1 at the Company’s Premises at any time after the Company has notified the Customer that the Goods are ready for collection by the Customer or its designated carrier or agent;
3.4.2 if some other place for Delivery is agreed as the Delivery Address, by the Company delivering the Goods to such address;
3.4.3 upon the placing of the Goods in storage facilities either at the request of the Customer or due to its failure or refusal to accept Delivery; or
3.4.4 upon consignment of the Goods by the Company to the Post Office at the request of the Customer for Delivery in the normal course of post.
3.5 Non-delivery of the Goods shall be notified to the Company within 7 days of the date of dispatch as indicated by the Company.
3.6 The Company and (where relevant) the carriers must be notified within 3 days of the date of Delivery of any damage or shortage and the Customer must retain for inspection any damaged Goods and packaging.
3.7 The Company may deliver the Goods by instalments. Each instalment shall be invoiced and paid for in accordance with the provisions of the Contract.
3.8 The Goods may be delivered by the Company in advance of any specified date of Delivery upon giving reasonable notice to the Customer.
3.9 Delays in the Delivery of the Goods shall not entitle the Customer to:
3.9.1 refuse to take Delivery of the Goods;
3.9.2 claim damages; or
3.9.3 terminate this agreement. For the avoidance of doubt, it is agreed that time for Delivery shall not be of the essence unless it has been stated to be so in the purchase order. Whilst the Company will use reasonable endeavours to deliver the Goods, there may be delays due to a...
Supply of the Goods. 2.7.1 The Contractor agrees to supply Goods to UNDP pursuant to Purchase Orders received during the term of the LTA, which shall conform to the specifications (as cited in Annex 2) and the technical requirements (as cited in Annex 3) set forth in this LTA.
2.7.2 Procurement within UNDP is decentralized. While UNDP Headquarters’ negotiates the global conditions of this Agreement, secondary bidding through Requests for Quotation and Purchase Orders/Contracts will be issued by UNDP Headquarters and/or UNDP Country Office(s) with the LTA holders and payments will be processed directly by the respective issuing party.
2.7.3 UNDP Headquarters and/or UNDP Country Office will transmit a Request for Quotation to all LTA holders for the provision of the Goods subject of this LTA. Prices submitted by the Contractor will be equal or lower to the ceiling prices specified in the Annex 2. In submitting the Quote, the Contractor should also take into consideration the technical requirements stipulated in the Request for Quotation, such as requested lead time, shelf life, packing, weight and dimension, marking and/or any specific country requirements as the registration in the country of destination. Acknowledgment of the RFQ should be done in 2 working days and the Quote submitted within 5 days maximum
2.7.4 Upon review and approval of the best value cost estimate, lead time, proposed remaining shelf life, local registration, a Purchase Order will be issued by UNDP Headquarters and/or a UNDP Country Office to be confirmed by the Contractor as stipulated in clauses 4.1.2.and 4.1.3.
2.7.5 In the event of UNDP placing a Purchase Order which the Contractor considers it cannot substantially meet because of limited quantities of stock or inability to meet the specifications, before proceeding to make a partial delivery of the Goods, the Contractor shall seek further written instructions from UNDP.
2.7.6 The Contractor shall accept changes to, or cancellations of Purchase Orders provided that reasonable written notice is given by UNDP in the circumstances and no production costs have been incurred.
2.7.7 Without prejudice to any other remedies that may be available to UNDP under this LTA, the Contractor shall cover all costs related to the return and replacement of Goods, if such Goods are not accepted by UNDP or the designated recipient. Goods returned to the Contractor shall be recorded as credits to UNDP and replacements shall be delivered promptly.
2.7.8 The Contractor under...
Supply of the Goods. The Supplier agrees to supply the Goods to the Customer in accordance with these Terms of Trading.
Supply of the Goods. In consideration of the payment of the Charges by the Contracting Authority, the Economic Operator shall: • supply the Goods in accordance with the Task Order, this sRFT Contract and the sRFT (where additional terms and conditions in relation to the Goods and/or their delivery are specified therein); • comply with any policies, guidelines and/or any project governance protocols and with all local security (including child protection and Garda vetting policy) and health and safety arrangements as notified to it by the Contracting Authority; • supply the Goods in accordance with good industry practice and comply with all applicable laws including, but not limited to, all obligations in the field of environmental, social and labour law that apply at the place where the Goods are provided, that have been established by EU and national law, collective agreements and by international, environmental, social and labour law listed in Schedule 7 of the European Union (Award of Public Authority Contracts) Regulations 2016 (Statutory Instrument 284 of 2016) (hereinafter referred to as the “Regulations”). Without prejudice to the generality of the foregoing, the Economic Operator shall be solely responsible for the employment, remuneration, taxes, immigration status and work permits of all personnel retained by it for the purposes of complying with the sRFT and Task Order.
Supply of the Goods. 2.1. During the period of this Agreement (the "Term", see Article 8 of this Agreement) Optimi shall sell, and Psyence shall purchase the Goods ordered by Psyence, subject to the following provisions.
2.2. The specifications of the Goods shall be as set out in Schedule 1, but the Optimi reserves the right to make changes to the specification of the Goods that is necessary for them to conform with any applicable laws, provided that Optimi first notifies Psyence in writing of any such change that it proposes to make and the Parties agree (in writing) that such change is required.
Supply of the Goods. 1.1 The Company agrees to provide the Goods to the Customer, and the Customer agrees to purchase the Goods from the Company in accordance with the terms of the Contract.
Supply of the Goods. 1.1 The parties agree that this Agreement is intended to form the terms and conditions under which all future orders of Goods, subsequent to the initial order and or application for credit, are be dealt with, unless otherwise agreed to between the parties in writing.
1.2 The Purchaser will purchase the Goods from Food Automation in the quantities set out in the Quotation.
1.3 The description of the Goods which appear in the Quotation is given solely for identifying the specific Goods that are the subject of the sale and purchase of the Goods pursuant to this Agreement.
Supply of the Goods. 2.1 Subject to the provisions of this Clause 2 the Supplier shall accept orders from the Buyer to buy the Goods from the acceptance of a Buyer’s order.
2.2 During the continuance of this Agreement the Supplier shall sell and the Buyer shall purchase such quantities of the Goods as may be ordered by the Buyer from time to time subject to the terms and conditions of this Agreement.
2.3 Each order so given shall be final, except that the Supplier may at its discretion accept amendment to an order made by the Buyer.
2.4 The Buyer shall notify to the Supplier in writing:
2.4.1 The precise specification of the Goods and the volume of order plus requested delivery date. The Order is merely an enquiry until such time as the Supplier confirms in writing it has accepted the Order.
2.5 Orders are bespoke and a custom product is manufactured and sold by the Supplier, Consumer Contract Regulations and Sale of Goods Act 1979 (or any preceding act) are not applicable, no cooling off period or right to return, or cancel exists.
Supply of the Goods. 2.1 The Company shall supply and the Client shall purchase the Goods in accordance with the Quotation and these Conditions. This Agreement supersedes all prior oral or written statements of any kind made by the Company or its representatives in relation to the Goods. The Company’s employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Company in writing. In entering into this Agreement the Client acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed. Any advice or recommendation given by the Company or its employees or agents to the Client or its employees or agents in relation to the Goods which is not confirmed in writing by the Company is followed or acted upon entirely at the Client’s own risk, and accordingly the Company shall not be liable for any such advice or recommendation which is not so confirmed.
2.2 The Company reserves the right to make any changes to the Goods which are required to conform with any applicable health and safety or other statutory requirements or which do not materially affect the quality or performance of the Goods.
2.3 Any descriptive matter, specifications and advertising issued by the Company and any descriptions or illustrations contained in the Company’s catalogues or brochures or on the Company’s website in respect of the Goods are issued or published for the sole purpose of giving an approximate idea of the Goods represented by or described in them and they will not form part of this Agreement.
2.4 No Quotation which has been accepted by the Client and provided to the Company may be subsequently cancelled by the Client except with the agreement in writing of the Company and on terms that the Client shall indemnify the Company in full against all losses (including loss of profit), costs, damages, charges and expenses incurred by the Company as a result of such cancellation.
2.5 The Company shall not be bound by and reserves the right to correct, before and after the Agreement is made, any typographical, clerical or other obvious error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Company.
