Failure to Deliver or Meet Requirements; Delay Clause Samples

Failure to Deliver or Meet Requirements; Delay. If Supplier fails to deliver to ISB at least 90% (ninety five percent) of the quantities of Products ordered by ISB for delivery in a particular calendar quarter or 80% (in the aggregate) of the quantities of Products ordered by ISB for delivery in any two consecutive calendar quarters, in each case, in accordance with Purchase Orders pursuant to an Accepted Forecast and that meet the Specifications for such Products and the other requirements set forth in this Agreement, such event will be deemed a “Persistent Supply Failure”. Notwithstanding anything to the contrary in Section 16 or otherwise, a Persistent Supply Failure will be deemed to have occurred even if due to a Force Majeure event. Upon the occurrence of any Persistent Supply Failure, Supplier will: (A) use commercially reasonable efforts to assist ISB in securing supply terms for raw materials and other materials and components included in the Products that are similar to the terms in Supplier’s agreements with its suppliers of such raw materials and other materials and components; and (B) otherwise diligently and reasonably cooperate with ISB without charge as necessary to transition the manufacture of the Products to ISB or an alternative supplier.
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Related to Failure to Deliver or Meet Requirements; Delay

  • Failure to Deliver Applicable

  • Waiver or Delay No failure to exercise or delay by a party in exercising any right, power, or remedy under this License Agreement operates as a waiver of such right, power, or remedy. A single or partial exercise of any right, power, or remedy does not preclude any other or further exercise of that or any other right, power, or remedy. A waiver is not valid or binding on the party granting the waiver unless made in writing.

  • Failure to Fulfill Conditions In the event that either of the parties hereto determines that a condition to its respective obligations to consummate the transactions contemplated hereby cannot be fulfilled on or prior to the termination of this Agreement, it will promptly notify the other party.

  • Failure to Satisfy Conditions Precedent If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Credit Extension set forth in Article IV are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.

  • Failure to Deliver Shares Company understands that a delay in the issuance of Common Stock could result in economic damage to the Investor. If the Company fails to cause the delivery of the Shares when due, the Company shall pay to the Investor on demand in cash by wire transfer of immediately available funds to an account designated by the Investor as liquidated damages for such failure and not as a penalty, an amount equal to five percent (5%) of the payment required to be paid by the Investor on such Settlement Date (i.e., the Advance Amount) for the initial 30 days following such date until the Shares have been delivered, and an additional 5% for each additional 30-day period thereafter until the Shares have been delivered. If, by the third (3rd) business day after the Closing Date, the Company fails to deliver any portion of the shares of the Put to the Investor (the "Advance Shares Due") and the Investor purchases, in an open market transaction or otherwise, shares of Common Stock necessary to make delivery of shares which would have been delivered if the full amount of the shares to be delivered to the Investor by the Company (the "Open Market Share Purchase") , then the Company shall pay to the Investor, in addition to any other amounts due to Investor pursuant to the Put, and not in lieu thereof, the Open Market Adjustment Amount (as defined below). The "Open Market Adjustment Amount" is the amount equal to the excess, if any, of (x) the Investor's total purchase price (including brokerage commissions, if any) for the Open Market Share Purchase minus (y) the net proceeds (after brokerage commissions, if any) received by the Investor from the sale of the Advance Shares Due. The Company shall pay the Open Market Adjustment Amount to the Investor in immediately available funds within two (2) business days of written demand by the Investor. By way of illustration and not in limitation of the foregoing, if the Investor purchases shares of Common Stock having a total purchase price (including brokerage commissions) of $11,000 to cover an Open Market Purchase with respect to shares of Common Stock it sold for net proceeds of $10,000, the Open Market Purchase Adjustment Amount which the Company will be required to pay to the Investor will be $1,000.