IN DELIVERY. Unless otherwise agreed in writing, time is of the essence, and all deliveries shall be made strictly in accordance with the delivery schedule set out in the Purchase Order. Any extension of time for delivery agreed to by AMRI shall relate only to the extension in question and shall not be deemed a waiver of AMRI’s rights to delivery on any agreed upon revised delivery date. If, for any reason, Seller fails to substantially comply with AMRI’s delivery schedule, AMRI, at its option, may either approve a revised delivery schedule or may terminate the Purchase Order in accordance with Section 17. Seller shall notify AMRI of any delays in shipping time. In the event of any variation of the delivery schedule without AMRI’s prior written consent, or failure to supply in accordance with the Purchase Order, Seller shall be liable for all resulting losses/damages, including but not limited to, excess costs incurred in procuring the ordered items from an alternative source and production losses. In addition, AMRI is entitled to recover from Seller two percent (2%) of the applicable Purchase Order cost for every day that delivery is delayed more than five (5) days. TRANSPORTATION: Deliverables shall be shipped DDP AMRI’s facility (Incoterms, 2010), unless otherwise specified in the Purchase Order. Seller herein represents that the Deliverables ordered by the purchaser are shipped in containers and bearing labels, if necessary, which conform to as applicable, US, state and local regulations for the packaging, labeling and transport of hazardous materials or the regulations of internationally recognized laws and standards for the packaging, labeling and transport of hazardous materials in effect at the time of shipment.
IN DELIVERY. IN shall provide to TWIN access to any readily available ----------- historical market or test data Related to TWIN Business existing as of the Effective Date. IN shall deliver to TWIN, as soon as reasonably practicable after the Effective Date, a copy of each IN Patent, and records related to filings and approvals thereof. IN shall deliver to TWIN, as soon as reasonably practicable after the Approval Date, such documents and other information necessary, in IN's reasonable determination, to enable TWIN to perform its obligations, if any, under Sections 12.4 ("Enforcement in the Territory") and 7.2 ("NTN Transactions"), which documents and information shall be deemed the Confidential Information of IN except to the extent such information is excluded from the definition of Confidential Information pursuant to Section 11.1 ("Non- disclosure; Non-use").
IN DELIVERY. The parties acknowledge and agree that the manufacture of THC is a complicated process and that unexpected problems can arise during its production. Such problems can include, but are not limited to, total or partial failure of batches, shortages in batches, inability to manufacture or deliver the product or delays in such manufacture or delivery (whether caused by inability or delay in obtaining approvals from the DEA or other regulatory agencies or caused by other factors), and the inability to obtain raw materials. NORAC will use commercially reasonable efforts in meeting agreed production and delivery schedules for the product as provided in this Agreement and in all construction and manufacturing activities under this Agreement. NORAC will not be liable for any damages of any nature or character whatsoever (including, but not limited to any increased cost of obtaining replacement product, lost profits, and incidental and consequential damages) suffered by UNIMED by reason of the failure of NORAC to manufacture and deliver the product in the amounts and at the times agreed upon by the parties; provided, however, that the sole and exclusive remedies of UNIMED shall be as provided in Section 7.3 hereof and the remaining sentences of this Section 2, to the extent that each is applicable. In the event that at least two-thirds (2/3) of the full amount of product ordered by UNIMED is not delivered within ninety (90) days (or such longer period as UNIMED approves in writing) after the delivery date specified for such order, there shall be refunded to UNIMED, as its sole remedy, all installment payments made for product not delivered. NORAC will keep UNIMED informed of any potential delays in delivery and the parties agree to discuss possible mutually agreeable solutions to any such problems. UNIMED may, at its option, elect to extend any delivery period in writing. If such failure to deliver at least two-thirds (2/3) of the full amount of product is due to NORAC's material breach of its obligation to make a commercially reasonable effort to produce and deliver the product (subject to Section 10.5), the sole remedy (in addition to a refund on installment payments for THC not delivered and the remedy provided by Section 7.3 below) which UNIMED shall have, in law or in equity, is that UNIMED, at its option, may terminate this Agreement by notification to NORAC within thirty (30) days after such ninety (90) day period.
IN DELIVERY. Quoted shipping date is approximate and time is not deemed of the essence. Prior to shipment Seller shall notify Buyer of estimated shipping date. If Seller is unable to perform due to causes it deems beyond its reasonable control, Seller may allocate production and deliveries among Seller’s customers or may terminate part or all of this order without further liability. If Seller fails to ship within 180 days after originally scheduled shipping date due to delay not excusable as hereinabove defined, Buyer may give Seller a written notice of termination. If Seller fails to ship Goods within 10 days after date of Seller’s receipt of buyer’s notice of termination, this Agreement shall be terminated without further liability (except for refund of any partial payment) AS BUYER’S SOLE AND EXCLUSIVE REMEMDY. SELLER SHALL NOT BE LIABLE FOR ANY DAMAGES, INCLUDING INCIDENTAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM DELAYS IN SHIPMENT OR FAILURE TO SHIP.
