Supply Shortfall. In the event Provider does not deliver Conforming Steam to the Steam Delivery Point in accordance with the Minimum Steam Supply Obligation then Provider shall credit to Off-Taker (in accordance with the provisions of Section 3.6(c)(iii)) as liquidated damages, and not as a penalty, ***** percent (*****%) of the Feed Water Processing Fee in respect of shortfalls in the delivery of Conforming Steam at the Minimum Steam Supply Obligation (such shortfall being measured in Net MMBTUs). The Parties acknowledge that the foregoing liquidated damages are a reasonable estimation of the actual damages that would be incurred by Off-Taker in the event of any such occurrence.
Supply Shortfall. Should Baxter be precluded from supplying all or part of the Tisseel provided for in this Agreement temporarily, indefinitely, or permanently due to acts of God, regulatory measures or law such as, riots, strikes, natural disaster, acts of terrorism shortage of product, lack of batch releases of regulatory authorities, or other cause outside of the reasonable control of Baxter, then this Agreement shall be suspended to the extent necessary and for the time necessary to allow for the remedy of the situation causing the disruption of sale or use of the product. Buyer agrees that in such events Baxter, without liability to Buyer, may allocate products among all of its customers. In the event the supply shortfall exceeds an aggregate of sixty (60) days, Buyer may terminate this Agreement by written notice of such termination at least thirty (30) days prior to the termination date. Should Baxter become unable, for any reason, to supply the Tisseel to Buyer, or if it changes the characteristics of the Tisseel so that Buyer has to purchase the Tisseel from another supplier, Baxter shall assist Buyer in such a transition phase, including all assistance required vis a vie the FDA.
Supply Shortfall. Subject to the provisions of Section 7 of this Agreement, if Seller cannot supply, or reasonably anticipates that it will not be able to supply, the quantities of the Product set forth in a Purchase Order for any reason (a “Supply Shortfall”), Seller shall:
Supply Shortfall. In the event Provider does not deliver Conforming Steam or Near-Conforming Steam, during the Conforming Steam Discount Period, to the Steam Delivery Point in accordance with the Minimum Steam Supply Obligation then Provider shall credit to Off-Taker (in accordance with the provisions of Section 3.6(c)(iii)) as liquidated damages, and not as a penalty, ***** of the Feed Water Processing Fee in respect of shortfalls in the delivery of Conforming Steam or Near-Conforming Steam, during the Conforming Steam Discount Period, at the Minimum Steam Supply Obligation (such shortfall being measured in Net MMBTUs). The Parties acknowledge that the foregoing liquidated damages are a reasonable estimation of the actual damages that would be incurred by Off-Taker in the event of any such occurrence.
Supply Shortfall. Provided that Purchaser orders at least the Minimum Purchase Obligation during the Term, in the event that Supplier fails to supply any or all of the Product ordered by Purchaser, such quantity of Product ordered by Purchaser but that Supplier fails to supply shall be deducted from the Minimum Purchase Obligation.
Supply Shortfall. In case of an acute supply shortfall, Supplier agrees to provide to Buyer full production capacity, including on weekends and public holidays until the end of the acute supply shortfall.The end of the acute supply shortfall situation must be confirmed by Xxxxx in writing. Buyer reserves the right to chargeits incurred costs to the Supplier if Supplier is responsible for the supply shortfall.
Supply Shortfall. If CAMBRIDGE fails to deliver any Material ordered by ONYX for a period of [*] after the Delivery Date, becomes unable for a period of [*] to commence the Manufacture of any Material ordered by ONYX or becomes insolvent or seeks relief from creditors under bankruptcy laws or ceases to do business, then CAMBRIDGE shall be deemed to have suffered a “Supply Shortfall” of the Material and shall give ONYX prompt notice of the Supply Shortfall. If CAMBRIDGE is unable to cure a Supply Shortfall or otherwise reach agreement with ONYX on a plan to remedy the Supply Shortfall within [*] after its occurrence, then CAMBRIDGE shall cooperate with ONYX and any alternative supplier chosen by ONYX in its efforts to qualify the alternative supplier as a supplier of the Material to make the Material and CAMBRIDGE shall grant to ONYX, or its third party supplier designated by ONYX a non-exclusive, irrevocable, fully paid up, perpetual, worldwide, transferable, limited use, royalty free license to all CAMBRIDGE Background Technology (as defined below) required to manufacture the Material to meet ONYX’s requirements. Such license shall [*], except to the extent such [*], including Products, manufactured by ONYX. Such license shall [*] and [*] for [*] unless [*] pursuant to Section [*] or Article [*].
Supply Shortfall. A supply shortfall shall be deemed to have taken place if: (i) Spectrum fails to deliver to MMCO by the delivery date specified in the Firm Order for Kits the quantities of Kits ordered by MMCO under such Firm Order; or (ii) MMCO rejects a shipment pursuant to Section 3.10 due to non-conformity of the Kits to the Specifications. Spectrum shall use commercially reasonable efforts to cure any such supply shortfall as soon as practicable. For so long as a supply shortfall remains, MMCO will have the right, at its sole election and remedy, to purchase all of its requirements for Kits directly from any Third Party Contractor approved by Spectrum, such approval not to be unreasonably withheld, conditioned, or delayed. [***]: CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION.
Supply Shortfall. If Seller is unable to supply a minimum of [***] of Product in accordance with the terms herein for any reason (a “Supply Shortfall Volume”), then Buyer may purchase replacement Product (“Third Party Product”) to cover the Supply Shortfall Volume. In such event, Seller shall make tankage available to Buyer to store the Third Party Product, provided that, (i) Buyer is not in default of any of the terms of this Agreement or that certain Terminalling Agreement between the Parties dated as of the date hereof, (ii) Buyer provides certificates of quantity and quality from an independent inspector certifying that the Third Party Product conforms to the applicable Specifications; and (iii) such storage needs are consistent with the physical storage capacity of the Seller’s Refinery. In which case, Seller and Buyer shall mutually cooperate to coordinate the delivery of the Third Party Product to [***]. Further, Seller shall reimburse Buyer for Buyer’s Cover Damages (as hereafter defined), if any, incurred as a result of Seller’s non-delivery, unless such non-delivery was due to an event of Force Majeure. “Buyer’s Cover Damages” shall be equal to [***]. Vertex - Shell Products Offtake Agreement
Supply Shortfall. If Seller is unable to meet Exabyte's demand for Product due to supply constraints, Seller agrees:
