Where the Seller authorizes the Buyer to carry out a compensation, the maximum amount of money the Buyer can compensate in case of damages resulting from defect or failure of the Product will be equal to the Price of the defected or failed Product.
Where the Seller or the Buyer becomes obliged under clause 4.1. above, to make a Margin Transfer, it shall transfer Cash Margin or Margin Securities or Equivalent Margin Securities within the following time periods, unless otherwise agreed:
(a) by the end of the same Business Day if notice is given prior to 9 a.m. (UTC); or
(b) by the end of the next Business Day, if notice is given after 9 a.m. (UTC).
Where the Seller. (i) determines the Buyer has not reasonably determined the value of the Buyer's Works in a draft tax invoice served under this clause; or
(ii) is unable to determine whether the Buyer has reasonably determined the value of the Buyer's Works in a draft tax invoice because the Buyer has not provided reasonable evidence of method required under this clause, the Seller may give notice to the Buyer setting out reasons for the Seller's determination, at least 5 Working Days prior to Completion.
Where the Seller accepts the merits of a valid claim made under Sections 5.4.1 or 5.4.2, the Seller’s liability shall be fully and properly discharged, at the Seller’s sole choice, by either replacing the Products with an equivalent quantity of non-defective Products, or by reimbursing to the Customer in full for the defective Products.
Where the Seller has not issued a notice pursuant to Clause 11.4.1, the Purchaser shall keep the Seller informed of all relevant matters relating to the claim.
Where the Seller gives the Buyer a variation notice under section 14-235 of Schedule 1 to the TAA at least 10 Business Days prior to Completion, the Buyer’s entitlement to withhold an amount from the Completion Payment under Clause 8.3 is limited to an amount calculated in accordance with the variation notice.
