Key Drop Deliveries Sample Clauses

Key Drop Deliveries. Distributor may, upon the prior written approval of an officer of the Participant (or other appropriate level employee of the Retail Outlet) which approval shall not be unreasonably withheld, or as provided on the applicable Brand Exhibit(s), deliver Products: (A) when the Retail Outlet is closed; or (B) at such additional times that the applicable Participant designates in writing for a key drop delivery (each a “Key Drop Delivery”). If Distributor’s driver sets off an alarm at a Key Drop Delivery (other than because Participant did not provide the correct alarm code or due to an alarm malfunction) and there are charges incurred by the Participant as a result of such alarm, Distributor shall reimburse the applicable Participant for such charges. If a Participant changes the key to the delivery door and/or alarm code, the Participant must provide the new key and/or alarm code prior to the Participant’s next order leaving the distribution center. If Distributor is unable to access a Retail Outlet because Distributor was not provided the new key and/or alarm code prior to the Participant’s next order leaving the distribution center, Distributor may omit delivery of that order and promptly work directly with the Participant to redeliver that order as soon as reasonably possible at the redelivery rate mutually agreed upon by Distributor and the Participant. Key Drop Deliveries must be completed before the Retail Outlet opens for business to be considered a “Key Drop Delivery” and shorts and damages must be called into Distributor by 11:00 a.m. the next business day following such Key Drop Delivery to qualify for credit from Distributor. Products shall be deemed delivered when actually placed in the appropriate storage areas of the Retail Outlet by drivers, as reasonably directed by the Participant.
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Key Drop Deliveries 
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Related to Key Drop Deliveries

  • Post-Closing Deliveries (a) The Borrower hereby agrees to deliver, or cause to be delivered, to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, the items described on Schedule 5.15 hereof on or before the dates specified with respect to such items, or such later dates as may be agreed to by, or as may be waived by, the Administrative Agent in its sole discretion.

  • Pre-Closing Deliveries (i) At least ten Business Days prior to the Closing, the Seller will furnish to the Buyer a certificate (the “Estimated Purchase Price Certificate”) setting forth (i) a good faith estimate of the Closing Net Working Capital; (ii) the Estimated Indebtedness (including Paid Indebtedness); (iii) the estimated Seller’s Expenses that remain unpaid as of the Closing; (iv) a good faith estimate of the Company Cash; and (v) a reasonably detailed calculation of the Purchase Price using the Company’s good faith calculation of the foregoing estimates and other amounts (the “Estimated Purchase Price”). The Estimated Purchase Price Certificate will be prepared in accordance with the Calculation Principles, and will not include any changes in assets or liabilities as a result of purchase accounting adjustments arising from, or resulting as a consequence of, the Transactions. The Seller shall (x) provide supporting documentation as may be reasonably requested by the Buyer in order to allow it to review the calculations set forth in the Estimated Purchase Price Certificate, and (y) make appropriate revisions to the Estimated Purchase Price Certificate as are mutually agreed upon by the Seller and the Buyer acting in good faith; provided that if the parties cannot mutually agree upon any proposed revisions to the Estimated Purchase Price Certificate, then, the parties shall use estimates set forth in the Estimated Purchase Price Certificate as prepared by the Seller for Closing, and the Buyer may thereafter seek adjustments pursuant to the remaining provisions of this Section 1.8; and

  • Company Closing Deliveries At the Closing, the Company shall deliver, or cause to be delivered, to the Purchaser the following:

  • Closing Deliveries (a) On or prior to the Closing, the Company shall issue, deliver or cause to be delivered to each Purchaser the following (the “Company Deliverables”):

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Buyer Closing Deliveries At the Closing, Buyer shall deliver or cause to be delivered the following:

  • Purchaser Deliveries At the Closing, Purchaser shall deliver to Seller:

  • Buyer Deliveries At the Closing the Buyer shall deliver to the Company the Purchase Price.

  • Seller Deliveries At the Closing, Seller shall deliver to Purchaser:

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