Common use of Our commitments Clause in Contracts

Our commitments. 3.1 We will deal with you in Good Faith, and subject to your compliance with this Agreement: • purchase all Milk produced by your Farm(s) during the Term; • collect your Milk from your Farm(s); • record the volume of your Milk and Rejected Milk collected, along with all components and quality results in accordance with our Food Safety Program, and make this information available to you, in the form of a statement in writing, on a daily basis or as mutually agreed; • pay you the Price (less any Charges and Deductions) for all Milk supplied by you; • never pay you for your Milk at a rate which is less than the Minimum Price (except possibly in Exceptional Circumstances); and • ensure that you receive payment (in cleared funds) by the 15th of each month for all supplies of Milk supplied in the previous month of a Year, in accordance with the payment system you have elected in writing for that Year. 3.2 The Minimum Price has been set as representing the lowest price we are prepared to pay a Milk supplier for Milk of A grade, under the Standards, taking into account the economic and market conditions existing at the date of this Agreement and forecast to occur over the Term. 3.3 To avoid doubt we have no obligation to provide a Step-Up of the Minimum Price or Opening Price unless and until we publicly announce same. 3.4 We may unilaterally Step Down the Minimum Price in Exceptional Circumstances provided such Step Down is prospective and: 3.4.1 either: (i) we have taken or will take all reasonable steps to prevent or limit the impact of the Exceptional Circumstances on us; or (ii) there are no such steps that we can take; 3.4.2 because of the Exceptional Circumstances the unilateral prospective Step Down is unavoidable; 3.4.3 no later than 30 days before the Step Down occurs we give you and the Competition and Consumer Commission written notice of the following: (i) the Step Down (ii) the Exceptional Circumstances (iii) the reasonable steps (if any) we have taken or will take to limit the impact of the Exceptional Circumstances; (iv) why the Step Down is unavoidable; and (v) the period to which the Step Down applies. 3.5 We will not Step Down the Minimum Price retrospectively, that is to say we will not reduce the Minimum Price applying to Milk supplied to us until the Step Down occurs in accordance with sub-clause 3.4. 3.6 The Step Down may not reduce the Minimum Price for Milk supplied after the expected end of the Exceptional Circumstances. 3.7 You acknowledge that we may, at our discretion, refuse from time to time to collect Milk if in our reasonable opinion as notified to you in writing beforehand and not remedied within 24 hours of being notified: • the Farm(s) or the Milk is unlikely to comply with the Standards; or • collection from the Farm(s) is not safe. In such circumstances we shall not be liable to you for any loss suffered by you arising from our refusal to collect Milk.