Consignment Arrangements Clause Samples

A Consignment Arrangements clause defines the terms under which goods are delivered by one party (the consignor) to another (the consignee) for the purpose of sale, while ownership remains with the consignor until the goods are sold. Typically, this clause outlines responsibilities for storage, insurance, and reporting, and may specify how unsold goods are to be returned or handled. Its core function is to clarify the rights and obligations of both parties in a consignment relationship, reducing the risk of disputes over ownership and liability during the sales process.
Consignment Arrangements. To the extent a consignment arrangement is required for Vendor to provide a Product, the parties acknowledge and agree that they will enter into a separate consignment agreement.
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Consignment Arrangements. Subject to the additional terms set forth in Exhibit D, ASD shall install Product in each Consenting Facility designated by Dyax that has an existing Cubixx® refrigerated cabinet. Furthermore, upon payment by Dyax of the applicable fee specified in Exhibit D, ASD shall install in each Consenting Facility designated by Dyax a Cubixx refrigerated cabinet (a “Dyax Consignment Unit”). As between Dyax and ASD, ASD shall be solely responsible for the maintenance of all Cubixx refrigerated cabinets and Dyax Consignment Units. ASD shall use commercially reasonable efforts to ensure that no product other than Product is kept or stored in any Dyax Consignment Unit. Furthermore, ASD shall use commercially reasonable efforts to ensure that each Consignment Unit and Cubixx refrigerated cabinet is stocked at all times with reasonably sufficient amounts of Product to satisfy demand for product in the applicable Consenting Facility. ASD shall reasonably assist Dyax to obtain the consent of each health care facility designated by Dyax to the installation of a Dyax Consignment Unit or Cubixx refrigerated cabinet.
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Consignment Arrangements. The Corporation is not a party to any material conditional sales contract, hire-purchase agreement or other title retention agreement or any consignment agreement, agency agreement or other relationship whereby assets of the Corporation are in the possession of a third party.
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Consignment Arrangements. 1. Consignor shall from time to time deliver to Consignee on consignment such amounts of Consigned Merchandise as may be mutually agreed upon, upon the terms and conditions set forth herein and, to the extent not inconsistent, in the Memo accompanying Consigned Merchandise. The delivery date shall be as reasonably specified by Consignee in its orders for Consigned Merchandise. Such Consigned Merchandise provided by Consignor shall bear the appropriate trademark designated by Consignor. Schedule A hereto, prepared by Consignor, lists all such trademarks. Consignor shall promptly update Schedule A to add new trademarks or delete trademarks, and provide such updated Schedule to Consignee. 2. The Consigned Merchandise shall be maintained at all times at Consignee's distribution center(s) or held for sale by Consignee to Consignee's customers in the stores Consignee operates, which distribution center(s) and stores are listed on Schedule B hereto. Schedule B shall include any trade names and the name and state of incorporation of any affiliated corporation operating the stores referred to therein. Consignee shall promptly update Schedule B to add new trade names and states of incorporation and new stores or distribution center(s) or delete trade names and states of incorporation and stores or distribution centers, and provide such updated Schedule to Consignor. 3. Title to the Consigned Merchandise delivered to Consignee shall at all times remain with Consignor until purchased by Consignee at the time of its sale to its customer. Consignee may only sell the Consigned Merchandise in the ordinary course of its business, and may not sell Consigned Merchandise in bulk. Nothing in this Agreement prohibits Consignee from selling merchandise other than Consigned Merchandise out of the ordinary course of its business or in bulk. 4. Consignor commits to maintain a minimum amount of $000,000 of Consigned Merchandise with Consignee (which minimum level of Consigned Merchandise hereinafter is referred to as the "Minimum Commitment") for a period of two years from the date of this Agreement; provided that such two-year period shall be automatically extended thereafter in one-year increments after the expiration of such initial two-year period unless Consignee or Consignor in their respective sole discretion provides written notice of termination on or before ninety (90) calendar days prior to the expiration of such two-year period or ninety (90) calendar days prior to the e...
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Consignment Arrangements. All Lenders shall have received from the Borrowers true and correct copies of all agreements, instruments and other documents, including all amendments thereto, relating to any Permitted Precious Metal Consignments in effect on the Closing Date.
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Related to Consignment Arrangements

  • PAYMENT ARRANGEMENTS If the Distributor is required to indemnify the Trader under section 46A of the Consumer Guarantees Act 1993, the Distributor must promptly pay the Trader the amounts due under that Act.

  • Management Arrangements 9.1. The Management Arrangements set out the arrangements for the strategic management of the relationship between the Authority and the Contractor, including arrangements for monitoring of the Contractor’s compliance with the Statement of Requirements, the Service Levels, the Award Procedures and the terms of this Framework Agreement. 9.2. The Authority may by notice to the Contractor suspend the Contractor’s appointment to provide Services to Framework Public Bodies for a notified period of time: 9.2.1. if the Authority becomes entitled to terminate this Framework Agreement under clause 42 (Termination Rights) or 43 (Termination on Insolvency or Change of Control); or 9.2.2. in any other circumstance provided for in the Management Arrangements. 9.3. Suspension under clause 9.2 shall terminate upon cessation of all of any circumstances referred to in subclauses 9.2.1 and 9.2.2. 9.4. The Contractor must continue to perform existing Call-off Contracts during any period of suspension under clause 9.2.

  • Cash Management Arrangements Borrower shall cause all Rents to be transmitted directly by tenants of the Property into an Eligible Account (the “Clearing Account”) maintained by Borrower at a local bank selected by Borrower, which shall at all times be an Eligible Institution (the “Clearing Bank”) as more fully described in the Clearing Account Agreement. A form of tenant direction letter for such purpose is attached hereto as Schedule 1. Without in any way limiting the foregoing, all Rents received by Borrower or Manager shall be deposited into the Clearing Account within one (1) Business Day of receipt. Funds deposited into the Clearing Account shall be swept by the Clearing Bank on a daily basis into Borrower’s operating account at the Clearing Bank, unless a Cash Management Period is continuing, in which event such funds shall be swept on a daily basis into an Eligible Account at the Deposit Bank controlled by Lender (the “Deposit Account”) and applied and disbursed in accordance with this Agreement. Funds in the Deposit Account shall be invested at Lender’s discretion only in Permitted Investments. Lender will also establish subaccounts of the Deposit Account which shall at all times be Eligible Accounts (and may be ledger or book entry accounts and not actual accounts) (such subaccounts are referred to herein as “Subaccounts”). The Deposit Account and any Subaccount will be under the sole control and dominion of Lender, and Borrower shall have no right of withdrawal therefrom. Borrower shall pay for all expenses of opening and maintaining all of the above accounts.

  • Business Arrangements Except as disclosed in the Registration Statement, the Time of Sale Disclosure Package and the Prospectus, neither the Company nor any of its subsidiaries has granted rights to develop, manufacture, produce, assemble, distribute, license, market or sell its products to any other person and is not bound by any agreement that affects the exclusive right of the Company or such subsidiary to develop, manufacture, produce, assemble, distribute, license, market or sell its products.

  • Escrow Arrangements (a) The Parties agree that an aggregate amount equal to ten percent (10%) of the Aggregate Purchase Price, as apportioned among the Selling Shareholders as set out in Column 5 of Schedule II (including Appendix A thereto) (the “Tax Escrow Amount”), shall be deducted from the Aggregate Purchase Price payable at Closing and deposited in an escrow account (the “Tax Escrow Account”) at the Closing pursuant to an escrow agreement (the “Escrow Agreement”) to be entered into among JPMorgan Chase Bank, N.A. (the “Escrow Agent”), Purchaser and the Shareholders Representative. Purchaser and the Shareholders Representative shall enter into the Escrow Agreement with the Escrow Agent as promptly as practicable following the date hereof. Any administrative fees and expenses of the Escrow Agent (“Tax Escrow Fees”) will be paid using funds distributed from the Tax Escrow Account (for the avoidance of doubt, each Selling Shareholders’ obligation to the Tax Escrow Fees shall be several but not joint). The Tax Escrow Fees will be allocated among each of the Selling Shareholders in accordance with its Seller Pro Rata Share thereof. After a Selling Shareholder (or Purchaser, on behalf of such Selling Shareholder) has filed the Tax Returns in accordance with Section 7.08, the relevant Tax Escrow Amount allocated to such Selling Shareholder (net of such Selling Shareholder’s allocated portion of the Tax Escrow Fees) shall be (and Purchaser shall deliver written instructions to instruct the Escrow Agent to cause the relevant Tax Escrow Amount to be): (i) released and paid to the Relevant PRC Tax Authority to settle any Selling Tax of such Selling Shareholder directly from the Tax Escrow Account pursuant to written instruction by Purchaser to the Escrow Agent, subject to the prior written consent of such Selling Shareholder or the Shareholders Representative, within five (5) Business Days after Purchaser has received an explanation letter prepared by the Qualified Tax Advisor together the account details of the tax collection account of such Relevant PRC Tax Authority, with any balance remaining out of such relevant portion of the Tax Escrow Amount to be concurrently released and distributed to such Selling Shareholder within ten (10) Business Days thereafter, (ii) released and distributed to such Selling Shareholder within ten (10) Business Days after Purchaser has received the tax payment receipt (“税收缴款书” in Chinese) or such other adequate evidence to its reasonable satisfaction that such Selling Shareholder has fully paid the relevant Selling Tax, or (iii) released and distributed to such Selling Shareholder within ten (10) Business Days after Purchaser has received adequate evidence to its reasonable satisfaction that no such Taxes are required to be paid by such Selling Shareholder in connection with the Transactions. (b) The Parties further agree that an aggregate amount equal to nine percent (9%) of the Aggregate Purchase Price, as apportioned among each Selling Shareholder as set out in Column 6 of Schedule II (including Appendix A thereto) (the “Audit and Indemnity Escrow Amount”), shall be deducted from the Aggregate Purchase Price payable at Closing and deposited in an escrow account (the “Audit and Indemnity Escrow Account”) at the Closing pursuant to the Escrow Agreement. Any administrative fees and expenses of the Escrow Agent (“Audit and Indemnity Escrow Fees”) will be paid using funds distributed from the Audit and Indemnity Escrow Account (for the avoidance of doubt, each Selling Shareholders’ obligation to the Audit and Indemnity Escrow Fees shall be several but not joint). The Audit and Indemnity Escrow Fees will be allocated among each of the Selling Shareholders in accordance with its Seller Pro Rata Share thereof. The Escrow Agent shall make disbursements from the Audit and Indemnity Escrow Account pursuant to written instruction by Purchaser to the Escrow Agent in accordance with Section 2.05 and Section 9.04.