Common use of Failure to Receive Clause in Contracts

Failure to Receive. (a) If the Buyer fails to receive all or part of the Quantity of the Traded Products pursuant to a Transaction, and the failure is not excused under the terms of this Agreement or a Transaction, or by Seller's failure to perform: (i) if such failure is remedied by the Buyer on or before the date falling five (5) Business Days from the Delivery Date, the Buyer shall pay an interest on an amount equal to the Price multiplied by the number of Quantity of the Traded Products not Transferred to the Buyer by the Delivery Date for the period from (and including) the Delivery Date to (but excluding) the actual date of Transfer to the Buyer at the Default Rate; but (ii) if such failure is remedied by the Buyer after the date falling five (5) Business Days from the Delivery Date, then: (A) the Buyer shall pay the Seller, within three (3) Business Days of ▇▇▇▇▇'s receipt of notice from the Seller, an amount for such deficiency equal to the positive difference, if any, obtained by subtracting the Sales Price from the Contract ▇▇▇▇▇▇, provided that such notice shall include a written statement explaining the calculation with reasonable details as well as a copy of supporting documents for such calculation; and (B) the Seller shall be entitled to exercise its rights available in accordance with Clause 11 (Termination). (b) For the avoidance of doubt, the Seller is not required to enter into any actual replacement transaction in order to determine the Sales Price.