Scope of Supply Certain Seller Obligations Sample Clauses

Scope of Supply Certain Seller Obligations. Seller shall manufacture, deliver, install, startup, test, and commission the Equipment and perform the associated Services as more fully described in Attachment 2 (“Technical Requirements”), subject to the terms and conditions in this Contract. The “Equipment” includes one Unit that shall be the third multi-hearth furnace to be installed at the Project (“Unit #3”). All Work shall be performed in strict accordance with this Contract. The Work to be performed by Seller is that Work specifically set forth in this Contract and the work necessarily incidental thereto. Except as otherwise provided in this Contract, Seller shall supply, at its own cost, all equipment, materials, labor and any other supplies, equipment or services (other than those obligations to be performed by or on behalf of Purchaser pursuant to the terms of this Contract, including supplying those Certain Purchaser Test Obligations) necessary to properly perform the Work. Any quantity, list, division or classification of Work in any of the plans or drawings is furnished only to facilitate the Work and does not limit Seller’s obligations hereunder. Seller shall check all such information and satisfy itself that it is correct. In no event shall Purchaser’s review or comment relieve Seller of its responsibilities. Seller shall at its expense comply with all of its obligations under the Contract Documents and shall provide everything required of it for the execution of the Work including, but not limited to, home office support, insurance, technical field assistance, engineering, fabrication, manufacturing, transportation, installation, drawings and documentation, operations and maintenance manuals, start-up services, commissioning, and performance testing unless explicitly excluded or limited in this Contract. Seller shall perform and execute the terms of this Contract as an independent contractor, and Seller acknowledges that Seller is not and shall not be, nor shall it act or hold itself out as an agent or employee of Purchaser or EPC Contractor pursuant to this Contract. As, and to the extent, the Parties may desire, Seller may be designated an agent of Purchaser pursuant to a separate agency agreement between the Parties. Seller shall be solely responsible for all construction means, methods, techniques, sequences, procedures, training and startup in connection with the performance of the Work, except as otherwise required hereunder (e.g., Seller shall comply with EPC Contractor’s Project s...
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Related to Scope of Supply Certain Seller Obligations

  • Seller Obligations In connection with any offering under any Registration Statement under this Agreement:

  • Survival of Seller’s Representations and Warranties The representation and warranty of Seller set forth in Section 5.1(a) shall survive Closing and shall be a continuing representation and warranty without limitation. All other representations and warranties of Seller set forth in Section 5.1, shall survive Closing for a period of one hundred eighty (180) days. No claim for a breach of any representation or warranty of Seller shall be actionable or payable (a) if the breach in question results from or is based on a condition, state of facts or other matter which was known to Purchaser prior to Closing, (b) unless the valid claims for all such breaches collectively aggregate more than Twenty Five Thousand Dollars ($25,000) (the "Floor"), in which event the full amount of such valid claims shall be actionable up to the cap set forth in the following sentence, and (c) unless written notice containing a description of the specific nature of such breach shall have been given by Purchaser to Seller prior to the expiration of said one hundred eighty (180) day period and an action shall have been commenced by Purchaser against Seller within two hundred twenty (220) days of Closing. Further Purchaser agrees that any recovery against Seller for any breach of Seller's covenants, agreements, representations and warranties hereunder or under any other agreement, document, certificate or instrument delivered by Seller to Purchaser, or under any law applicable to the Property or this transaction, shall be limited to Purchaser's actual damages not in excess of One Million and 00/100 Dollars ($1,000,000) in the aggregate and that in no event shall Purchaser be entitled to seek or obtain any other damages of any kind, including, without limitation, consequential, indirect or punitive damages. Notwithstanding anything to the contrary in the foregoing, the Floor and the cap will not apply to actual damages incurred by Purchaser to the extent such damage was caused by Seller's fraud.

  • Survival of Purchaser’s Representations and Warranties The representations and warranties of Purchaser set forth in Section 5.3 shall survive Closing for a period of one (1) year after Closing, unless notice setting forth a specific claim under any such representation or warranty shall be given to Purchaser within that period, in which case such representation or warranty shall survive until such claim is finally and fully resolved.

  • Survival of Covenants, Representations and Warranties All covenants, agreements, representations and warranties made herein or in any documents or other papers delivered by or on behalf of the Borrowers, or any of them, pursuant hereto shall be deemed to have been relied upon by the Lenders, regardless of any investigation made by or on behalf of the Lenders and shall survive the execution and delivery of this Master Agreement and the making by the Lenders of the Loans as herein contemplated and shall continue in full force and effect so long as any Loan, Obligation or any other amount due under this Agreement remains outstanding and unpaid or unsatisfied.

  • Seller’s Obligations at the Closing At the Closing, Seller shall deliver to Purchaser the following:

  • Seller’s Obligations at Closing At Closing, Seller shall:

  • Survival of Agreements, Representations and Warranties All agreements, representations and warranties contained herein or made in writing by or on behalf of the Company or the Subscriber, as the case may be, in connection with the transactions contemplated by this Agreement shall survive the execution and delivery of this Agreement and the sale and purchase of the Shares and payment therefor.

  • Seller/Servicer's Representations, Warranties and Covenants In addition to the representations, warranties and covenants made by the Seller/Servicer pursuant to subparagraph (a) of this paragraph 3, the Seller/Servicer makes the representations, warranties and covenants set forth in the Guides and, upon request, agrees to deliver to Residential Funding the certified Resolution of Board of Directors which authorizes the execution and delivery of this Contract.

  • Depositor’s Representations and Warranties The Depositor represents and warrants to the Issuer as of the Closing Date, on which the Issuer is relying in purchasing the Sold Property and which will survive the sale and assignment of the Sold Property by the Depositor to the Issuer under this Agreement and the pledge of the Sold Property by the Issuer to the Indenture Trustee under the Indenture:

  • Servicer’s Representations and Warranties The Servicer represents and warrants to the Issuer as of the Closing Date, on which the Issuer is relying in purchasing the Sold Property and which will survive the sale and assignment of the Sold Property by the Depositor to the Issuer under this Agreement and the pledge of the Sold Property by the Issuer to the Indenture Trustee under the Indenture:

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