Common use of Delivery, Title and Risk of Loss Clause in Contracts

Delivery, Title and Risk of Loss. Unless otherwise agreed to in writing by Seller, products shall be shipped EXW Seller’s manufacturing facilities or inventory hub (Incoterms 2000) to any location designated by Buyer (subject to Section 15) and shall be deemed delivered to Buyer when delivered to the transportation company at the shipping point. Unless otherwise agreed to in writing by Seller, all transportation charges and expenses shall be paid by Xxxxx, including the cost of any insurance against loss or damage in transit which Seller may obtain at Buyer’s written request. Seller reserves the right to ship products freight collect. Each individual luminaire order having a net value of $3,000 or more will be shipped prepaid or freight allowed to destination on shipments within the continental United States via routing of Seller’s choice, but Buyer is responsible for all insurance and any sales, use, excise or other taxes, duties, fees or assessments imposed by any jurisdiction. Luminaire orders with a net value of less than $3,000 will be charged a shipping and handling fee of 9% of the order value, or $50, whichever is greater. DISTRIBUTORS LOCATED IN THE CONTINENTAL UNITED STATES ARE NOT AUTHORIZED TO SELL OR SHIP PRODUCTS OUTSIDE OF THE CONTINENTAL UNITED STATES WITHOUT PRIOR WRITTEN APPROVAL OF AN AUTHORIZED SELLER MANAGER. If special routing or expedited transportation is requested, the Buyer will assume the additional expense. Seller hereby reserves, and Buyer hereby grants to Seller, a purchase money security interest in all products purchased under this Agreement, together with all proceeds thereof, including insurance proceeds. Such security interest secures all of Buyer’s obligations arising under this Agreement, and any other agreements between Buyer and Seller, until all amounts due Seller hereunder have been paid in full. Xxxxx agrees upon Xxxxxx’s request to sign appropriate financing statements evidencing Xxxxxx’s security interest. Subject to the security interest reserved to Seller, title and risk of loss and/or damage to products shall pass to Buyer upon delivery of the products to the transportation company at the shipping point. Confiscation or destruction of or damage to products shall not release, reduce or in any way affect the liability of Buyer. In the event Buyer rejects or revokes acceptance of any products for any reason, all risk of loss and/or damage to such products shall nonetheless remain with Buyer unless and until the same are returned at Buyer's expense to such place as Seller may designate in writing. All products must be inspected upon receipt and claims filed by Buyer with the transportation company when there is evidence of shipping damage, either concealed or external.

Delivery, Title and Risk of Loss. Time is of the essence. Unless otherwise stated on the face of the Purchase Order: (i) Supplier will deliver the Work by any quoted or agreed delivery date, and if there is a milestone schedule attached to the Purchase Order, in writing meeting each of the stated milestones; (ii) if Supplier has failed to make any delivery (for any reason whatsoever, except by Sellerfault of Allrig or a Force Majeure event) according to authorized delivery schedules of Allrig, products Supplier shall owe Allrig daily liquidated damages accruing according to the “Liquidated Damages Option” as set forth on the Purchase Order and as further discussed in Section 13 of this Agreement. If Supplier fails to make any delivery for a period exceeding fourteen (14) days, Allrig shall have the right to terminate all or any portion of the Purchase Order without liability, and Supplier shall continue to owe accumulated liquidated damages to Allrig; (iii) Supplier shall be shipped EXW Sellerliable for all losses, costs, damages and liabilities suffered or incurred by Allrig as the result of Supplier’s manufacturing facilities failure to deliver by the time specified in the Purchase Order, including, but not limited to, any liability, damage or inventory hub penalty to which Allrig may be subjected under any contract which provides for liquidated or stipulated damages; (Incoterms 2000iv) WORK (other than services) SHALL BE SHIPPED DELIVERED DUTY PAID (DDP) (INCOTERMS 2010), to any location designated Allrig’s plant/facility or other destination as may be stated by Buyer (subject Allrig. Liability for loss or damage to Section 15) and all such Work or materials, by whatsoever nature caused, shall remain with Supplier until delivery is complete at destination. Delivery shall be deemed delivered to Buyer when delivered to the transportation company at the shipping point. Unless otherwise agreed to in writing by Seller, all transportation charges and expenses shall be paid by Xxxxx, including the cost of any insurance against loss or damage in transit which Seller may obtain at Buyercomplete upon Supplier’s written request. Seller reserves the right to ship products freight collect. Each individual luminaire order having a net value of $3,000 or more will be shipped prepaid or freight allowed to destination on shipments within the continental United States via routing of Seller’s choice, but Buyer is responsible for all insurance and any sales, use, excise or other taxes, duties, fees or assessments imposed by any jurisdiction. Luminaire orders with a net value of less than $3,000 will be charged a shipping and handling fee of 9% of the order value, or $50, whichever is greater. DISTRIBUTORS LOCATED IN THE CONTINENTAL UNITED STATES ARE NOT AUTHORIZED TO SELL OR SHIP PRODUCTS OUTSIDE OF THE CONTINENTAL UNITED STATES WITHOUT PRIOR WRITTEN APPROVAL OF AN AUTHORIZED SELLER MANAGER. If special routing or expedited transportation is requested, the Buyer will assume the additional expense. Seller hereby reserves, and Buyer hereby grants to Seller, a purchase money security interest in all products purchased under this Agreement, together with all proceeds thereof, including insurance proceeds. Such security interest secures all of Buyer’s obligations arising under this Agreement, and any other agreements between Buyer and Seller, until all amounts due Seller hereunder have been paid in full. Xxxxx agrees upon Xxxxxx’s request to sign appropriate financing statements evidencing Xxxxxx’s security interest. Subject to the security interest reserved to Seller, title and risk of loss and/or damage to products shall pass to Buyer upon actual delivery of the products Work to Allrig’s plant/facility or other designated destination or, in the case of services, when the Allrig or any of its duly authorized representatives confirm that the Work has been completed to Allrig’s reasonable satisfaction. If any or all of the Work are not accompanied by a packing slip, Allrig’s count or weight for the entire Purchase Order shall be conclusive. Supplier shall transfer good and marketable title in and to the transportation company at the shipping point. Confiscation or destruction of or damage to products shall not release, reduce or in any way affect the liability of Buyer. In the event Buyer rejects or revokes acceptance Work free and clear of any products and all claims, charges or other encumbrances. Any delivery obligation of Supplier set forth in this Section 4 will be automatically extended to the extent and for any reason, all risk the duration that Supplier is delayed or affected by events of loss and/or damage to such products shall nonetheless remain with Buyer unless and until the same are returned at Buyer's expense to such place Force Majeure (as Seller may designate defined in writing. All products must be inspected upon receipt and claims filed by Buyer with the transportation company when there is evidence Section 19 of shipping damage, either concealed or externalthis Agreement).

Delivery, Title and Risk of Loss. The delivery lead-time is six (6) to eight (8) weeks (typical) upon the purchase order(s) being received and acknowledged by Seller. Unless otherwise agreed to in writing by Seller, products shall be shipped EXW Seller’s manufacturing facilities or inventory hub (Incoterms 2000) to any location designated by Buyer (subject to Section 15) and shall be deemed delivered to Buyer when delivered to the transportation company at the shipping point. Unless otherwise agreed to in writing by Seller, all transportation charges and expenses shall be paid by Xxxxx, including the cost of any insurance against loss or damage in transit which Seller may obtain at Buyer’s written request. Seller reserves the right to ship products freight collect. Each individual luminaire order having a net value of $3,000 or more will be shipped prepaid or freight allowed to destination on shipments within the continental United States via routing of Seller’s choice, but collect when Buyer is responsible for all insurance and any sales, use, excise or other taxes, duties, fees or assessments imposed by any jurisdiction. Luminaire orders with a net value of less than $3,000 will be charged a shipping and handling fee of 9% of the order value, or $50, whichever is greater. DISTRIBUTORS LOCATED IN THE CONTINENTAL UNITED STATES ARE NOT AUTHORIZED TO SELL OR SHIP PRODUCTS OUTSIDE OF THE CONTINENTAL UNITED STATES WITHOUT PRIOR WRITTEN APPROVAL OF AN AUTHORIZED SELLER MANAGERfreight charges. If special routing or expedited transportation is requested, the Buyer will assume the is responsible for all additional expense. Unless otherwise agreed to in writing by Seller, Xxxxx is responsible for insurance against loss or damage in transit (which Seller may obtain at Buyer’s written request) and sales, use, excise or other applicable taxes, duties, fees, and assessments imposed by any jurisdiction. Seller hereby reserves, and Buyer hereby grants to Seller, a purchase money security interest in all products purchased under this Agreement, together with all proceeds thereof, including insurance proceeds. Such security interest secures all of Buyer’s obligations arising under this Agreement, and any other agreements between Buyer and Seller, until all amounts due Seller hereunder have been paid in full. Xxxxx agrees upon Xxxxxx’s request to sign appropriate financing statements evidencing Xxxxxx’s security interest. Subject to the security interest reserved to Seller, title title, and risk of loss and/or damage to products shall pass to Buyer upon delivery of the products to the transportation company at the shipping point. Confiscation or destruction of or damage to products shall not release, reduce or in any way affect the liability of Buyer. In the event Buyer rejects or revokes acceptance of any products for any reason, all risk of loss and/or damage to such products shall nonetheless remain with Buyer unless and until the same are returned at Buyer's expense to such place as Seller may designate in writing. All products must be inspected upon receipt and claims filed by Buyer with the transportation company when there is evidence of shipping damage, either concealed or external.

Delivery, Title and Risk of Loss. Unless otherwise agreed to in writing by Selleronsemi, products Product(s) shall be shipped EXW Sellerdelivered EXW, onsemi’s manufacturing facilities or inventory hub (Incoterms 2000) distribution center, in accordance with INCOTERMS 2020. Title to any location designated by Buyer (subject to Section 15) and shall be deemed delivered to Buyer when delivered to the transportation company at the shipping point. Unless otherwise agreed to in writing by Seller, all transportation charges and expenses shall be paid by Xxxxx, including the cost of any insurance against loss or damage in transit which Seller may obtain at Buyer’s written request. Seller reserves the right to ship products freight collect. Each individual luminaire order having a net value of $3,000 or more will be shipped prepaid or freight allowed to destination on shipments within the continental United States via routing of Seller’s choice, but Buyer is responsible for all insurance and any sales, use, excise or other taxes, duties, fees or assessments imposed by any jurisdiction. Luminaire orders with a net value of less than $3,000 will be charged a shipping and handling fee of 9% of the order value, or $50, whichever is greater. DISTRIBUTORS LOCATED IN THE CONTINENTAL UNITED STATES ARE NOT AUTHORIZED TO SELL OR SHIP PRODUCTS OUTSIDE OF THE CONTINENTAL UNITED STATES WITHOUT PRIOR WRITTEN APPROVAL OF AN AUTHORIZED SELLER MANAGER. If special routing or expedited transportation is requested, the Buyer will assume the additional expense. Seller hereby reserves, and Buyer hereby grants to Seller, a purchase money security interest in all products purchased under this Agreement, together with all proceeds thereof, including insurance proceeds. Such security interest secures all of Buyer’s obligations arising under this Agreement, and any other agreements between Buyer and Seller, until all amounts due Seller hereunder have been paid in full. Xxxxx agrees upon Xxxxxx’s request to sign appropriate financing statements evidencing Xxxxxx’s security interest. Subject to the security interest reserved to Seller, title and risk of loss and/or damage to products of the Products shall pass to Buyer upon when made available to Buyer for pick-up at onsemi’s distribution center. onsemi will use commercially reasonable efforts to fill all orders according to the schedule mutually agreed to by the Buyer and onsemi. However, delivery dates are approximate only and Buyer shall have no remedy, and onsemi shall not be liable, for delays in delivery for any reason. Deliveries may be made in installments and a delay or default in delivery of the products to the transportation company at the shipping point. Confiscation or destruction of or damage to products any installment shall not release, reduce relieve Buyer of the obligation to accept and pay for other deliveries. Delays or changes in any way affect the liability schedules due to Buyer directed actions are subject to price adjustments. Claims for shipment shortage shall be deemed waived unless presented to onsemi in writing within forty-five (45) days of Buyerdelivery. In the event Buyer rejects contests that the Product(s) were delivered, Buyer must request a proof of delivery from onsemi within ninety (90) days of the date of onsemi's invoice, otherwise delivery shall be deemed completed. Buyer shall give onsemi written notice of failure to deliver and thirty (30) days within which to cure. If onsemi does not cure within thirty (30) days, Xxxxx's sole and exclusive remedy is to cancel the affected and undelivered portions of the order. Notwithstanding anything in these Terms and Conditions to the contrary, onsemi may not have sufficient supplies of one or revokes acceptance more Product(s) from its then-contemplated sources of supply to meet the full requirements of its customers. If that situation exists from time to time, onsemi may, at is option, allocate shipments of such Product(s) among onsemi’s customers on any products basis which in onsemi’s sole opinion is equitable and to adjust delivery schedules accordingly. onsemi is not required to increase future shipments or compensate Buyer for any reason, all risk of loss and/or damage to such products shall nonetheless remain with Buyer unless and until the same are returned at Buyer's expense to such place as Seller may designate in writingreduction. All products Product(s) must be inspected upon receipt and claims filed by Buyer with scheduled for delivery within six (6) months of date of Xxxxx's purchase order. Shipment of Product(s) within +/- five per cent (5%) of the transportation company when there is evidence of shipping damage, either concealed or externalquantity ordered shall be deemed to constitute full delivery.

Delivery, Title and Risk of Loss. Unless otherwise agreed to in writing by Seller, products shall be shipped EXW Seller’s manufacturing facilities or inventory hub (Incoterms 2000) to any location designated by Buyer (subject to Section 15) and shall be deemed delivered to Buyer when delivered to the transportation company at the shipping point. Unless otherwise agreed to in writing by Seller, all transportation charges and expenses shall be paid by Xxxxx, including the cost of any insurance against loss or damage in transit which Seller may obtain at Buyer’s written request. Seller reserves the right to ship products freight collect. Each individual luminaire order having a net value of $3,000 or more will be shipped prepaid or freight allowed to destination on shipments within the continental United States via routing of Seller’s choice, but Buyer is responsible for all insurance and any sales, use, excise or other taxes, duties, fees or assessments imposed by any jurisdiction. Luminaire orders with a net value of less than $3,000 will be charged a shipping and handling fee of 9% of the order value, or $50, whichever is greater. DISTRIBUTORS LOCATED IN THE CONTINENTAL UNITED STATES ARE NOT AUTHORIZED TO SELL OR SHIP PRODUCTS OUTSIDE OF THE CONTINENTAL UNITED STATES WITHOUT PRIOR WRITTEN APPROVAL OF AN AUTHORIZED SELLER MANAGER. If special routing or expedited transportation is requested, the Buyer will assume the additional expense. Seller hereby reserves, and Buyer hereby grants to Seller, a purchase money security interest in all products purchased under this Agreement, together with all proceeds thereof, including insurance proceeds. Such security interest secures all of Buyer’s obligations arising under this Agreement, and any other agreements between Buyer and Seller, until all amounts due Seller hereunder have been paid in full. Xxxxx agrees upon XxxxxxSeller’s request to sign appropriate financing statements evidencing XxxxxxSeller’s security interest. Subject to the security interest reserved to Seller, title and risk of loss and/or damage to products shall pass to Buyer upon delivery of the products to the transportation company at the shipping point. Confiscation or destruction of or damage to products shall not release, reduce or in any way affect the liability of Buyer. In the event Buyer rejects or revokes acceptance of any products for any reason, all risk of loss and/or damage to such products shall nonetheless remain with Buyer unless and until the same are returned at Buyer's ’s expense to such place as Seller may designate in writing. All products must be inspected upon receipt and claims filed by Buyer with the transportation company when there is evidence of shipping damage, either concealed or external.