Supply of Deliverables Sample Clauses

Supply of Deliverables. 4.1. The Supplier shall: 4.1.1. provide the Services to the Customer in all material respects in accordance with the terms of the Contract;‌ 4.1.2. use all reasonable efforts to meet any performance dates for the delivery and/or supply of the Services; 4.1.3. provide the Services in accordance with Good Industry Practice and Applicable Laws; 4.1.4. use personnel who are suitably skilled and experienced to satisfy the Contract; and‌ 4.1.5. have and maintain all necessary licences, consents and permissions in order to provide the Services. 4.2. The Supplier shall not be liable for any delay in or failure of performance under the Contract caused by:‌ 4.2.1. the Customer’s failure or delay to provide any information and/or resources required by the Supplier in order to provide the Services; 4.2.2. the Customer’s failure to comply with the reasonable instructions of the Supplier relating to receipt of the Services; or 4.2.3. the Customer’s failure to comply with obligations specified in the Contract.‌ 4.3. The Customer acknowledges and agrees that, unless otherwise specified within an Order, AI or machine learning technologies (together, “AI”) may autonomously analyse and make decisions based on data and algorithms without human intervention in connection with the provision of the Services and that that the use of AI may result in the Services not being entirely accurate or error free and as such the Supplier makes no warranty, representation, guarantee or undertaking relating to the accuracy or completeness, or reliability of the Services. 4.4. The Customer acknowledges and agrees that the Services are provided “as is” and the effectiveness or outcomes of the Services are subject to various factors beyond the Supplier’s reasonable control, including but not limited to, the Customer’s commitment, participation, or engagement.
Supply of Deliverables. 10.1. The Company shall deliver the Deliverables as per the Scope of Works or Fee Proposal provided to and agreed to by the Client. 10.2. All Management Plans (excluding Digital TV) have a three-month minimum commitment period. 10.3. Unless otherwise agreed in writing, the Company does not provide copies of Assets, incomplete works and/or other internal working files to the Client. 10.4. if the Client requests copies of Assets, incomplete works or other internal working files, the Client agrees to pay the Company Additional Costs to collate, package and give such Documents. 10.5. Any time or date quoted by the Company for the delivery of the Deliverables is an estimate only. The Company shall not be liable for any loss or damage, including any consequential loss or damage, resulting either directly or indirectly from the delay in delivery or failure to deliver the Deliverables, either in whole or part. 10.6. The Company’s obligations to deliver a Deliverable shall be discharged on the giving or making available of the Deliverable at the Client’s nominated delivery destination. 10.7. The Company reserves the right to deliver or make available the Deliverables by portion and each portion shall not entitle the Client to repudiate these Terms and Conditions. 10.8. The Client shall not be relieved of any obligation to accept or pay for Deliverables by reason of any delay in delivery or making available. 10.9. The Client is responsible to ensure that they advise the Company of the correct information relating to all delivery access and relevant information (“Delivery Information”) prior to the date of delivery. 10.10. If the Client provides the Company with incorrect Delivery Information, the Client will be liable for Additional Costs.
Supply of Deliverables. (a) ▇▇▇▇▇▇ Fire gives no representations for the supply of a minimum volume of Deliverables. (b) The Supplier must supply the Deliverables:‌ (i) With due care, skill and diligence reasonably expected of a competent provider of similar Deliverables. (ii) In compliance with best industry practice and the reasonable directions of ▇▇▇▇▇▇ Fire; and (iii) In accordance with any manufacturer’s guidelines and specifications.
Supply of Deliverables. (a) Deliverables shall be supplied as set forth in Article 4. (b) Until Acceptance of the First Market Deliverables has been achieved, TELIGENT will agree to limit its purchases of Deliverables other than those related to the First Market to [redacted] or such other amount to which the Parties may mutually agree.
Supply of Deliverables. 4.1. The Supplier shall:‌ 4.1.1. provide the Services to the Customer in all material respects in accordance with the terms of the Contract; 4.1.2. use all reasonable efforts to meet any performance dates for the delivery and/or supply of the Services; 4.1.3. provide the Services in accordance with Good Industry Practice and Applicable Laws;‌ 4.1.4. use personnel who are suitably skilled and experienced to satisfy the Contract; and 4.1.5. have and maintain all necessary licences, consents and permissions in order to provide the Services.‌ 4.2. The Supplier shall not be liable for any delay in or failure of performance under the Contract caused by: 4.2.1. the Customer’s failure or delay to provide any information and/or resources required by the Supplier in order to provide the Services; 4.2.2. the Customer’s failure to comply with the reasonable instructions of the Supplier relating to receipt of the Services; or‌ 4.2.3. the Customer’s failure to comply with obligations specified in the Contract.
Supply of Deliverables. 2.1 TBio has agreed to supply Sanofi Pasteur with Non-clinical Supply as required by and pursuant to the Collaboration and License Agreement. The payment terms of such supply arrangements are set out in Article 5 and Schedule A attached hereto. The Specifications for Non-clinical Supply furnished under this Section 2.1 are set out in the Quality Agreement in Schedule B attached hereto. 2.2 TBio has agreed to supply Sanofi Pasteur with Clinical Supply as required by and pursuant to the Collaboration and License Agreement. Such Deliverables shall consist of vialed materials. The payment terms of such supply arrangements are set out in Schedule A attached hereto. The Specifications for Deliverables furnished under this Section 2.2 are set out in the Quality Agreement in Schedule C attached hereto. 2.3 TBio hereby agrees to supply Sanofi Pasteur with Research Materials as set forth in Schedule E hereto; provided, however, that such supply shall only include research grade proprietary, purified and characterized mRNA and stable mRNA-LNP formulations for performing optimization and formulation studies, in an amount not to exceed [**] of total Research Materials in a calendar year unless mutually agreed in writing by the Parties. The payment arrangements of such supply shall be consistent with the treatment of Collaboration funding (see Collaboration and License Agreement Section 7.1), however, Research Materials need not be included in the Collaboration Budget. 2.4 TBio hereby agrees to supply Sanofi Pasteur with Tech Transfer Materials in accordance with the Technology and Process Transfer Plan, as part of which plan TBio agrees to make available those materials set forth in ▇▇▇, ▇▇▇, ▇▇▇, ▇▇▇, ▇▇▇, ▇▇▇, and proprietary raw material for process optimization consistent with the Technology and Process Transfer Plan, as well as any additional Tech Transfer Materials as mutually agreed by the Parties. This shall include supply of Tech Transfer Materials for support training for lab scale (up to [**]), [**]-scale drug substance and [**]-scale drug product in accordance with the Tech Transfer Plan. The payment arrangements of such supply shall be consistent with the Technology and Process Transfer Plan. 2.5 The Parties agree that if Sanofi Pasteur requests TBio to perform additional activities or supply Deliverables for further uses not set out expressly herein, Sanofi Pasteur shall generate a draft Work Order, the Parties shall mutually discuss such draft Work Order...
Supply of Deliverables. 3.1 The Supplier must supply the Deliverables at the Delivery Location and by the Delivery Date (or if no Delivery Date is specified within a reasonable time after this Agreement has been accepted in accordance with clause 2.2). Time is of the essence.‌ 3.2 A failure by the Supplier to supply any part of the Deliverables to the Delivery Location by the Delivery Date, or perform any part of the Deliverables by the Delivery Date (as may be applicable), will constitute a material breach of the Agreement and the Company may: (a) deduct from payments due to the Supplier under the Agreement; and/or (b) direct the Supplier to remedy such failure within a reasonable specified period of time. If the Supplier fails to remedy such failure within the specified period, the Company may terminate the Agreement by notice to the Supplier in accordance with clause 10.‌ 3.3 Non-compliant or partial provision of the Deliverables by the Delivery Date constitutes a failure under clause 3.2 unless the Company confirms in writing that partial performance or Delivery is acceptable. 3.4 The Supplier must at its own expense obtain all licences, certificates and consents required by any regulatory authority or otherwise under applicable law for the supply of the Deliverables, and produce evidence to the Company upon demand.
Supply of Deliverables. 4.1. HESA Services (either directly or via the Third Party Processor) will supply the Deliverables to the Client or their agreed nominee on or as soon as may be practicable after the dates specified in condition 15 of the Specific Conditions. HESA Services will not be liable for any delay in the supply of the Deliverables, however caused. 4.2. HESA Services shall supply all Deliverables in the format and to the specification set out in the Specific Conditions, provided that HESA Services shall be entitled at its absolute discretion to alter the specification and/or to provide data in HESA Services' standard format if such alterations are deemed necessary as a result of the Quality Assurance Process. 4.3. HESA Services (either directly or via the Third Party Processor) shall notify the Client as soon as is reasonably practical of any decision taken within clause 4.2 to alter the specification or format of any Deliverables as a result of the Quality Assurance Process. 4.4. The Client acknowledges that the content of HESA Data is determined by the third parties submitting data to HESA. The Client further acknowledges and agrees that the HESA Data to be supplied under this Agreement shall be the data held by HESA for the fields specified in condition 12 of the Specific Conditions at the date of signature of this Agreement. Where a Fixed Database relating to any of the data fields specified in condition 12 of the Specific Conditions is opened either before or after the date of signature of this Agreement: 4.4.1. the reference in this clause to "data held by ▇▇▇▇ at the date of signature of this Agreement" may not include any data which has been submitted to a Fixed Database collection by that date; and 4.4.2. the Client shall not be entitled under this Agreement subsequently to receive any amended version of HESA Data which is generated through the Fixed Database process. 4.5. It is the responsibility of the Client to satisfy itself that the Deliverables are fully specified within the Specific Conditions and shall be appropriate and sufficient to meet its requirements. No refund or other remedy shall be due to the Client in the event that any aspect of the Deliverables are not in accordance with the Client's expectations or needs or in the event that the Client does not use any of the data, materials or services comprised in the Deliverables, provided that the Deliverables have been provided as described in the Specific Conditions. 4.6. Where the Permitted Purp...
Supply of Deliverables. 4.1. HESA Services will supply the Deliverables to the Client on or as soon as may be practicable after the dates specified in condition 15 of the Specific Conditions. HESA Services will not be liable for any delay in the supply of the Deliverables, however caused. 4.2. HESA Services shall supply all Deliverables to the Client in the format and to the specification set out in the Specific Conditions, provided that HESA Services shall be entitled at its absolute discretion to alter the specification and/or to provide data in HESA Services' standard format if such alterations are deemed necessary as a result of the Quality Assurance Process. 4.3. HESA Services shall notify the Client as soon as is reasonably practical of any decision taken within clause 4.2 to alter the specification or format of any Deliverables as a result of the Quality Assurance Process. 4.4. The Client acknowledges that the content of HESA Data is determined by the third parties submitting data to HESA. The Client further acknowledges and agrees that the HESA Data to be supplied under this Agreement shall be the data held by HESA for the fields specified in condition 12 of the Specific Conditions at the date of signature of this Agreement. Where a Fixed Database relating to any of the data fields specified in condition 12 of the Specific Conditions is opened either before or after the date of signature of this Agreement: 4.4.1. the reference in this clause to "data held by ▇▇▇▇ at the date of signature of this Agreement" may not include any data which has been submitted to a Fixed Database collection by that date; and 4.4.2. the Client shall not be entitled under this Agreement subsequently to receive any amended version of HESA Data which is generated through the Fixed Database process. 4.5. It is the responsibility of the Client to satisfy itself that the Deliverables are fully specified within the Specific Conditions and shall be appropriate and sufficient to meet its requirements. No refund or other remedy shall be due to the Client in the event that any aspect of the Deliverables are not in accordance with the Client's expectations or needs or in the event that the Client does not use any of the data, materials or services comprised in the Deliverables, provided that the Deliverables have been provided as described in the Specific Conditions. 4.6. Where the Permitted Purposes include High Profile Use or where HESA Services in its absolute discretion otherwise determines that it is ...
Supply of Deliverables. 3.1 You shall supply the Deliverables specified in each Order to us in accordance with the timings set out in the Order or as otherwise agreed in writing. If you cannot deliver on time, then you must promptly notify us of the earliest possible substitute date for delivery. Regardless of such notice, and unless we expressly agree to the substitute delivery date in writing, your failure to supply the Deliverables on time shall entitle us to terminate the Agreement with immediate effect, in whole or in part, in accordance with clause 9.1 and you shall promptly repay us any monies that we have paid to you for Deliverables not received or returned to you (at your cost) due to your failure to deliver the Deliverables on time. You must supply Deliverables at or to the locations specified in the Order and if you do not then you will bear any additional expense in handling and delivering to the correct destination.‌ 3.2 All international deliveries shall be governed by the Incoterms 2020 DDP, in the following format “DDP, (address of delivery location), 2020 Incoterms”, which shall take precedence over these Terms and Conditions to the extent of any conflict.‌‌ 3.3 You shall not make any use of artificial intelligence (including generative artificial intelligence) (“AI”) in your performance of the Deliverables or incorporate any AI into any part of the Deliverables without our express prior written approval (including in circumstances where the request for you to make use of AI was initiated by us). If required by Sky, we shall be entitled to consider the use cases being contemplated by you and to carry out a risk assessment as regards to your proposed use of any AI. You shall act in cooperation with Sky and comply with our reasonable requests for information in this regard, including any detail as to the extent of your insurance cover and terms as regards the proposed use by you of any AI. 3.4 If we approve your use of AI in accordance with clause 3.3 above, you warrant and undertake that you shall comply with: (a) any additional terms that may be required by us in connection with the use of any such AI, including relating to the apportionment of liability prior to the provision of the Deliverables which is to comprise (in whole or in part) of AI output, (b) any Laws and/or professional conduct standards, and (c) any third party terms and conditions or rights. Your provision of the Deliverables, and the Deliverables themselves, will be at the same or higher standard ...