Nonconforming Orders Clause Samples

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Nonconforming Orders. Buyer may, from time to time and in good faith, place an Order for a delivery date that is not in compliance with a Conforming Order (each such Order, a “Nonconforming Order”). In the event a Buyer places a Nonconforming Order, Seller may, but shall not be obligated to, accept such Nonconforming Order at the price determined in accordance with Section 4.1. In lieu of accepting such order, Seller may inform the Buyer that Seller is willing to accept the Nonconforming Order, including the proposed delivery date, at a price other than the price determined in accordance with Section 4.1 or with an alternative delivery date. Buyer may then (i) confirm acceptance of the Nonconforming Order at Seller’s proposed price and with Seller’s proposed delivery date or (ii) if Seller’s proposed price was above the price determined in accordance with Section 4.1 or Seller’s proposed delivery date was later than Buyer’s request, acquire the Goods subject to such Nonconforming Order from a third party (x) at a price lower than Seller’s proposed price and/or (y) with a delivery date no later than the later of Buyer’s proposed delivery date or Seller’s proposed delivery date.
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Nonconforming Orders. Buyer may, from time to time and in good faith, place an Order for a delivery date that is not in compliance with a Conforming Order (each such Order, a
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Nonconforming Orders. Without limiting Xantrex’s other rights and remedies, the Supplier agrees to refund to Xantrex the purchase price of any Products rejected. If the Supplier requests that such rejected Products be returned to it, Xantrex will return them at the Supplier’s risk and expense. Xantrex will have the right to cancel any other Purchase Order with the Supplier for similar Products to those rejected. If Xantrex accepts a quantity of Products that was in excess of the quantities set out in a Purchase Order, they will be accepted at the price set out in the Purchase Order.
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Related to Nonconforming Orders

  • Nonconforming Work 5.6.1 Rejection, Removal and Replacement of Nonconforming Work

  • Timeliness of Submitting Orders You are obliged to date and indicate the time of receipt of all orders you receive from your customers and to transmit promptly all orders to us in time to provide for processing at the price next determined after receipt by you, in accordance with the Prospectuses. You are not to withhold placing with us orders received from any customers for the purchase of shares. You shall not purchase shares through us except for the purpose of covering purchase orders already received by you, or for your bona fide investment.

  • ODUF Packing Specifications 6.3.1 A pack will contain a minimum of one message record or a maximum of 99,999 message records plus a pack header record and a pack trailer record. One transmission can contain a maximum of 99 packs and a minimum of one pack.

  • Product Specifications (a) Supplier shall manufacture all Products according to the Specifications in effect as of the date of this Agreement, with such changes or additions to the Specifications of the Products related thereto as shall be requested by Buyer in accordance with this Section or as otherwise agreed in writing by the Parties. All other Products shall be manufactured with such Specifications as the Parties shall agree in writing. (b) Buyer may request changed or additional Specifications for any Product by delivering written notice thereof to Supplier not less than one hundred twenty (120) days in advance of the first Firm Order for such Product to be supplied with such changed or additional Specifications. Notwithstanding the foregoing, if additional advance time would reasonably be required in order to implement the manufacturing processes for production of a Product with any changed or additional Specifications, and to commence manufacture and delivery thereof, Supplier shall so notify Buyer, and Supplier shall not be required to commence delivery of such Product until the passage of such additional time. (c) Supplier shall be required to accommodate any change of, or additions to, the Specifications for any Product, if and only if (i) in Supplier’s good faith judgment, such changed or additional Specifications would not require Supplier to violate good manufacturing practice, (ii) the representation and warranty of Buyer deemed made pursuant to Subsection (e) below is true and correct, and (iii) Buyer agrees to reimburse Supplier for the incremental costs and expenses incurred by Supplier in accommodating the changed or additional Specifications, including the costs of acquiring any new machinery and tooling. For the avoidance of doubt, such costs and expenses shall be payable by Buyer separately from the cost of Products at such time or times as Supplier shall request. (d) Supplier shall notify Buyer in writing within thirty (30) days of its receipt of any request for changed or additional Specifications (i) whether Supplier will honor such changed or additional Specifications, (ii) if Supplier declines to honor such changed or additional Specifications, the basis therefor and (iii) if applicable, the estimated costs and expenses that Buyer will be required to reimburse Supplier in respect of the requested changes or additions, as provided in Subsection (c) above. Buyer shall notify Supplier in writing within fifteen (15) days after receiving notice of any required reimbursement whether Buyer agrees to assume such reimbursement obligation. (e) By its request for any changed or additional Specifications for any Product, Buyer shall be deemed to represent and warrant to Supplier that the manufacture and sale of the Product incorporating Buyer’s changed or additional Specifications, as a result of such incorporation, will not and could not reasonably be expected to (i) violate or conflict with any contract, agreement, arrangement or understanding to which Buyer and/or any of its Affiliates is a party, including this Agreement and any other contract, agreement, arrangement or understanding with Supplier and/or its Affiliates, (ii) infringe on any trademark, service ▇▇▇▇, copyright, patent, trade secret or other intellectual property rights of any Person, or (iii) violate any Applicable Law. Buyer shall indemnify and hold Supplier and its Affiliates harmless (including with respect to reasonable attorneys’ fees and disbursements) from any breach of this representation and warranty.

  • Purchase Order Requirements Customers shall use a Request for Quote per section 287.056(2), Florida Statutes, when making purchases off of this State Term Contract. Customers shall issue Request for Quotes to at least 25 vendors approved to provide IT Staff Augmentation services in accordance with section 287.0591(5), Florida Statutes. Customers shall order services from the Request for Quote via a Purchase Order with the Customers’ selected Contractor. The terms of the Purchase Order shall not conflict with the terms and conditions established by this Contract. In accepting a Purchase Order, the Contractor recognizes its responsibility for all tasks and deliverables contained therein, warrants that it has fully informed itself of all relevant factors affecting accomplishment of the tasks and deliverables and agrees to be fully accountable for the performance thereof.