Failure to comply with the Specifications Clause Samples

The 'Failure to comply with the Specifications' clause defines the consequences when one party does not meet the agreed technical or performance standards outlined in a contract. Typically, this clause allows the non-breaching party to require correction of the deficiencies, withhold payment, or even terminate the agreement if the issues are not resolved. Its core function is to ensure that deliverables meet the required standards and to provide remedies if they do not, thereby protecting the interests of the party expecting the specified performance.
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Failure to comply with the Specifications. (a) If VicForests receives notice from a Buyer that Timber delivered to the Buyer is Off Specification Timber and VicForests is of the opinion that such Timber is Off Specification Timber, or is of the opinion that there is reasonable doubt as to whether such Timber is Off Specification Timber, then VicForests must notify the Contractor that it may inspect such Timber on such terms as VicForests or the Buyer may reasonably impose, and VicForests, acting reasonably, may take into account any feedback provided by the Contractor in making a determination under paragraph (b) below. (b) VicForests may, from time to time, determine that Timber harvested by the Contractor is Off Specification Timber. If it does so determine, it may notify the Contractor that it rejects that Timber (Rejection Notice). (c) If VicForests notifies the Contractor under paragraph (b) above that it rejects any Off Specification Timber: (i) the Off Specification Timber is deemed to be part of the Monthly Quantity and the Annual Supply Level; (ii) unless VicForests determines otherwise, no Rates are payable in respect of the harvesting of the Off Specification Timber; (iii) if VicForests’ Rejection Notice so requires, the Contractor must, at the Contractor’s cost, ensure that within seven days after receiving VicForests’ Rejection Notice the Off Specification Timber is removed from the Delivery Site to which it was delivered and delivered to a location specified by VicForests); (iv) VicForests has the right to invoice the Contractor for costs it incurs in connection with the delivery of Off Specification Timber to Delivery Sites including, but not limited to, reloading charges that are charged to VicForests by the Buyer and haulage of the Off Specification Timber to and from Delivery Sites and (v) VicForests may exercise its rights under clause 14.1.
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Failure to comply with the Specifications. (a) If VicForests receives notice from a Buyer that Timber delivered to the Buyer by the Contractor is Off Specification Timber and VicForests is of the opinion that such Timber is Off Specification Timber, or is of the opinion that there is reasonable evidence to suggest that such Timber is Off Specification Timber, then VicForests must notify the Contractor that the Contractor may inspect such Timber on such terms as VicForests or the Buyer may reasonably impose. (b) VicForests, acting reasonably, may take into account any feedback provided by the Contractor in making a determination under paragraph (c) below.
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Related to Failure to comply with the Specifications

  • Failure to Comply with the 1934 Act So long as the Buyer beneficially owns the Note, the Company shall comply with the reporting requirements of the 1934 Act; and the Company shall continue to be subject to the reporting requirements of the 1934 Act.

  • Transfer to Comply with the Securities Act This Warrant, and the Warrant Shares, have not been registered under the 1933 Act. This Warrant, the Warrant Shares and any other security issued or issuable upon exercise of this Warrant may only be sold, transferred, pledged or hypothecated (other than to an Affiliate) if (a) there exists an effective registration statement under the 1933 Act relating to such security or (b) the Company has received an opinion of counsel reasonably satisfactory to the Company that registration is not required under the 1933 Act. Until such time as registration has occurred under the 1933 Act, each certificate for this Warrant, the Warrant Shares and any other security issued or issuable upon exercise of this Warrant shall contain a legend, in form and substance satisfactory to counsel for the Company, setting forth the restrictions on transfer contained in this Section 7. Any such transfer shall be accompanied by a transferor assignment substantially in the form attached to this Warrant as Exhibit B (the “Transferor Assignment”), executed by the transferor and the transferee and submitted to the Company. Upon receipt of the duly executed Transferor Assignment, the Company shall register the transferee thereon as the new Holder on the books and records of the Company and such transferee shall be deemed a “registered holder” or “registered assign” for all purposes hereunder, and shall have all the rights of the Holder.

  • Amendment to Comply with Law The Parties acknowledge that state and federal laws and regulations relating to data security and privacy are rapidly evolving and that amendment of this Agreement may be required to provide procedures to ensure compliance with such developments. i. In the event of any change to state or federal laws and regulations relating to data security and privacy affecting this Agreement, the Parties shall take such action as is necessary to implement the changes to the standards and requirements of HIPAA, the HIPAA Rules and other applicable rules relating to the confidentiality, integrity, availability and security of PHI with respect to this Agreement. ii. Business Associate shall provide to Covered Entity written assurance satisfactory to Covered Entity that Business Associate shall adequately safeguard all PHI, and obtain written assurance satisfactory to Covered Entity from Business Associate’s Subcontractors and agents that they shall adequately safeguard all PHI. iii. Upon the request of either Party, the other Party promptly shall negotiate in good faith the terms of an amendment to the Contract embodying written assurances consistent with the standards and requirements of HIPAA, the HIPAA Rules, or other applicable rules. iv. Covered Entity may terminate this Agreement upon 30 days’ prior written notice in the event that: A. Business Associate does not promptly enter into negotiations to amend the Contract and this Agreement when requested by Covered Entity pursuant to this Section; or B. Business Associate does not enter into an amendment to the Contract and this Agreement, which provides assurances regarding the safeguarding of PHI sufficient, in Covered Entity’s sole discretion, to satisfy the standards and requirements of the HIPAA, the HIPAA Rules and applicable law.

  • Conformity with TIA Each amendment of this Indenture executed under this Article IX will conform to the requirements of the TIA as then in effect so long as this Indenture is qualified under the TIA.

  • Work Does Not Comply with Contract If the Engineer submits work that does not comply with the terms of this contract, the State shall instruct the Engineer to make such revision as is necessary to bring the work into compliance with the contract. No additional compensation shall be paid for this work.