Common use of Supply of the Goods Clause in Contracts

Supply of the Goods. 3.1 By the Due Date for Delivery, the Supplier shall have: (a) manufactured, procured or otherwise obtained all of the Goods, together with any documents referred to in this Contract (including any installation, operation and maintenance manuals); (b) delivered all of the Goods, and any documents referred to in this Contract, to Pan Pac at the Delivery Point in accordance with the Delivery Terms set out in Schedule 1 and otherwise in accordance with this Contract; and (c) performed any other services necessarily or reasonably required for the supply of Goods under this Contract. 3.2 The Due Date for Delivery shall be without prejudice to any interim milestones to be achieved by the Supplier pursuant to the Delivery Terms. 3.3 If an Incoterm rule is specified in Schedule 1, then that Incoterm rule shall apply to this Contract. If any specific provision of this Contract conflicts with the terms contained in Incoterms, then the specific provisions of this Contract shall prevail. 3.4 The Supplier shall provide the Goods in accordance with the Delivery Terms and the documents specified herein and the Specifications. Pan Pac may, at its sole discretion, return to the Supplier any Goods that do not comply with such descriptions, documents and Specifications, at the Supplier’s sole cost, risk and expense. Pan Pac shall have no obligation to pay for any Goods so returned, and shall be entitled to a refund for any amounts paid to the Supplier in respect of such Goods. 3.5 Where any items are delivered in error (including items in excess of the quantity ordered by Pan Pac), Pan Pac may return such items at the Supplier’s sole cost, risk and expense. Pan Pac shall have no obligation to pay for any items so returned, and shall be entitled to a refund for any amounts paid to the Supplier in respect of such items. 3.6 When Pan Pac (acting reasonably, and following any applicable inspections or testing) is satisfied that the requirements of the Contract have been met and the Goods are not otherwise damaged or defective in any way, Pan Pac shall promptly issue to the Supplier a notice confirming that the Goods have met the requirements of this Contract. 3.7 No certificate given, inspection or test performed, authorisation or comments provided or payment made by Pan Pac shall be construed as: (i) evidence of satisfaction of the Supplier’s obligations under this Contract; (ii) approval or acceptance of defective Goods; or (iii) otherwise relieving the Supplier from any of its obligations under this Contract, and shall be without prejudice to any rights and remedies of Pan Pac pursuant to the terms of this Contract or at law.

Supply of the Goods. 3.1 By 2.7.1 The Contractor agrees to supply Goods to UNDP pursuant to Purchase Orders received during the Due Date term of the LTA, which shall conform to the specifications (as cited in Annex 2) and the technical requirements (as cited in Annex 3) set forth in this LTA. 2.7.2 Procurement within UNDP is decentralized. While UNDP Headquarters’ negotiates the global conditions of this Agreement, secondary bidding through Requests for DeliveryQuotation and Purchase Orders/Contracts will be issued by UNDP Headquarters and/or UNDP Country Office(s) with the LTA holders and payments will be processed directly by the respective issuing party. 2.7.3 UNDP Headquarters and/or UNDP Country Office will transmit a Request for Quotation to all LTA holders for the provision of the Goods subject of this LTA. Prices submitted by the Contractor will be equal or lower to the ceiling prices specified in the Annex 2. In submitting the Quote, the Supplier shall have:Contractor should also take into consideration the technical requirements stipulated in the Request for Quotation, such as requested lead time, shelf life, packing, weight and dimension, marking and/or any specific country requirements as the registration in the country of destination. Acknowledgment of the RFQ should be done in 2 working days and the Quote submitted within 5 days maximum (a) manufactured2.7.4 Upon review and approval of the best value cost estimate, procured lead time, proposed remaining shelf life, local registration, a Purchase Order will be issued by UNDP Headquarters and/or a UNDP Country Office to be confirmed by the Contractor as stipulated in clauses 4.1.2.and 4.1.3. 2.7.5 In the event of UNDP placing a Purchase Order which the Contractor considers it cannot substantially meet because of limited quantities of stock or otherwise obtained all inability to meet the specifications, before proceeding to make a partial delivery of the Goods, together with any documents referred to in this Contract (including any installation, operation and maintenance manuals); (b) delivered all of the Goods, and any documents referred to in this Contract, to Pan Pac at the Delivery Point in accordance with the Delivery Terms set out in Schedule 1 and otherwise in accordance with this Contract; and (c) performed any other services necessarily or reasonably required for the supply of Goods under this ContractContractor shall seek further written instructions from UNDP. 3.2 2.7.6 The Due Date for Delivery Contractor shall be without accept changes to, or cancellations of Purchase Orders provided that reasonable written notice is given by UNDP in the circumstances and no production costs have been incurred. 2.7.7 Without prejudice to any interim milestones other remedies that may be available to be achieved by UNDP under this LTA, the Supplier pursuant Contractor shall cover all costs related to the Delivery Terms. 3.3 If an Incoterm rule is specified in Schedule 1return and replacement of Goods, then that Incoterm rule shall apply to this Contract. If any specific provision of this Contract conflicts with the terms contained in Incoterms, then the specific provisions of this Contract shall prevail. 3.4 The Supplier shall provide the Goods in accordance with the Delivery Terms and the documents specified herein and the Specifications. Pan Pac may, at its sole discretion, return to the Supplier any Goods that do not comply with if such descriptions, documents and Specifications, at the Supplier’s sole cost, risk and expense. Pan Pac shall have no obligation to pay for any Goods so returned, and shall be entitled to a refund for any amounts paid to the Supplier in respect of such Goods. 3.5 Where any items are delivered in error (including items in excess of the quantity ordered by Pan Pac), Pan Pac may return such items at the Supplier’s sole cost, risk and expense. Pan Pac shall have no obligation to pay for any items so returned, and shall be entitled to a refund for any amounts paid to the Supplier in respect of such items. 3.6 When Pan Pac (acting reasonably, and following any applicable inspections or testing) is satisfied that the requirements of the Contract have been met and the Goods are not otherwise damaged accepted by UNDP or defective in any way, Pan Pac shall promptly issue the designated recipient. Goods returned to the Supplier a notice confirming that the Goods have met the requirements of this ContractContractor shall be recorded as credits to UNDP and replacements shall be delivered promptly. 3.7 No certificate given2.7.8 The Contractor undertakes to provide to UNDP information, inspection or test performedupon request, authorisation or comments provided or payment regarding the date of receipt of each UNDP Purchase Order, including the Purchase Order number, as well as detailed delivery status of each UNDP order, costs to be charged and payments made by Pan Pac UNDP or pending. 2.7.9 The Contractor shall be construed as: (i) evidence of satisfaction of responsible for providing all the Supplier’s obligations under this Contract; (ii) approval or acceptance of defective Goods; or (iii) otherwise relieving necessary personnel, equipment, materials and supplies and for making all necessary arrangements for the Supplier from any performance of its obligations under this Contract, and shall be without prejudice to any rights and remedies of Pan Pac pursuant to the terms of this Contract or at lawLTA.

Supply of the Goods. 3.1 By 2.7.1 The Contractor agrees to supply Goods to UNDP pursuant to Purchase Orders received during the Due Date for Deliveryterm of the LTA, which shall conform to the Supplier shall have:specifications (as cited in Annex 3) and the technical requirements (as cited in Annex 4) set forth in this LTA. (a) manufactured2.7.2 In the event of UNDP placing a Purchase Order which the Contractor considers it cannot substantially meet because of limited quantities of stock or inability to meet the specifications, procured or otherwise obtained all before proceeding to make a partial delivery of the Goods, together with any documents referred to in this Contract (including any installation, operation and maintenance manuals); (b) delivered all of the Goods, and any documents referred to in this Contract, to Pan Pac at the Delivery Point in accordance with the Delivery Terms set out in Schedule 1 and otherwise in accordance with this Contract; and (c) performed any other services necessarily or reasonably required for the supply of Goods under this ContractContractor shall seek further written instructions from UNDP. 3.2 2.7.3 The Due Date for Delivery Contractor shall be without accept changes to, or cancellations of Purchase Orders provided that reasonable written notice is given by UNDP in the circumstances and no production costs have been incurred. 2.7.4 Without prejudice to any interim milestones other remedies that may be available to be achieved by UNDP under this LTA, the Supplier pursuant Contractor shall cover all costs related to the Delivery Terms. 3.3 If an Incoterm rule is specified in Schedule 1return and replacement of Goods, then that Incoterm rule shall apply to this Contract. If any specific provision of this Contract conflicts with the terms contained in Incoterms, then the specific provisions of this Contract shall prevail. 3.4 The Supplier shall provide the Goods in accordance with the Delivery Terms and the documents specified herein and the Specifications. Pan Pac may, at its sole discretion, return to the Supplier any Goods that do not comply with if such descriptions, documents and Specifications, at the Supplier’s sole cost, risk and expense. Pan Pac shall have no obligation to pay for any Goods so returned, and shall be entitled to a refund for any amounts paid to the Supplier in respect of such Goods. 3.5 Where any items are delivered in error (including items in excess of the quantity ordered by Pan Pac), Pan Pac may return such items at the Supplier’s sole cost, risk and expense. Pan Pac shall have no obligation to pay for any items so returned, and shall be entitled to a refund for any amounts paid to the Supplier in respect of such items. 3.6 When Pan Pac (acting reasonably, and following any applicable inspections or testing) is satisfied that the requirements of the Contract have been met and the Goods are not otherwise damaged or defective in any way, Pan Pac shall promptly issue accepted by UNDP. Goods returned to the Supplier a notice confirming that the Goods have met the requirements of this ContractContractor shall be recorded as credits to UNDP and replacements shall be delivered promptly. 3.7 No certificate given2.7.5 The Contractor undertakes to provide to UNDP information, inspection or test performedupon request, authorisation or comments provided or payment regarding the date of receipt of each UNDP Purchase Order, including the Purchase Order number, as well as detailed delivery status of each UNDP order, costs to be charged and payments made by Pan Pac UNDP or pending. 2.7.6 The Contractor shall be construed as: (i) evidence of satisfaction of responsible for providing all the Supplier’s obligations under this Contract; (ii) approval or acceptance of defective Goods; or (iii) otherwise relieving necessary personnel, equipment, materials and supplies and for making all necessary arrangements for the Supplier from any performance of its obligations under this Contract, and shall be without prejudice to any rights and remedies of Pan Pac pursuant to the terms of this Contract or at lawLTA.