Active Material. Promptly following receipt of the Active Material to be supplied by Client, Patheon will test (pursuant to test methods and drug specifications to be provided by Client) and approve the Active Material as acceptable for performing Manufacturing Services under this Agreement and the applicable Product Agreement. Unless otherwise agreed in a Product Agreement, Patheon will notify Client in writing within [*] days of receipt of any failure of Active Material unless earlier notice is required by Applicable Law; absent this notice, the Active Material will be deemed to be accepted and approved by Patheon.
Active Material. 8 ARTICLE 4.................................................................. 9
Active Material. Except as expressly set forth in Section 2.3 hereof, Patheon shall not be responsible for any loss or damage to the Active Material.
Active Material. The Client shall, at its sole cost and expense, deliver the Active Material to Patheon in sufficient quantities and at such times to facilitate the provision of the Manufacturing -8- <PAGE> Services by Patheon, which Active Material shall be held by Patheon on behalf of the Client on the terms and subject to the conditions herein contained. The parties acknowledge and agree that title to the Active Material shall at all times belong to and remain the property of the Client. Patheon agrees that any Active Material received by it shall only be used by Patheon to provide the Manufacturing Services. Patheon's liability with respect to any lost or damaged Active Material shall be as set forth in Section 10.2(a). ARTICLE 4
Active Material. Client shall, at its sole cost and expense, deliver the Active Material to AAA DDP (Incoterms 2010) the Manufacturing Site specified by AAA during the Term in sufficient quantities and at such times as to enable AAA to timely provide the Manufacturing Services. Title to and risk of loss of the Active Material shall at all times remain with Client, and Client will insure the Active Material at Client’s cost. Client acknowledges and agrees that the timely delivery of the Active Material is a threshold event to AAA’s ability to supply Product by the scheduled delivery date set forth in a Purchase Order. Any failure of Client or its designee to timely deliver to AAA Active Material shall extend, day-for-day of such delayed delivery by Client or its designee, the scheduled delivery date of the corresponding Products Manufactured by AAA hereunder using such Active Material, and AAA shall have no liability to Client or its Affiliates or licensees as a result thereof for such delay in the scheduled delivery date of such Products, provided however that such delay shall not constitute a material breach of this Agreement. 3.5
Active Material. Except as expressly set forth in this Agreement, under no circumstances whatsoever shall AAA be responsible for any loss or damage to the Active Material. Subject to Section 2.1(b)(i)(D), AAA’s maximum liability for loss or damage to all Active Material shall not exceed the Maximum Credit Value in any given Year.
Active Material. (A) Client will deliver all Active Material to Halo in accordance with Section 3.4. Halo shall provide Client with a receipt of delivery with respect to each shipment of Active Material supplied by Client or its designee hereunder. Halo shall visually inspect Active Material upon receipt to verify their identity and quantity. Except to the extent expressly required by the Specifications, Halo shall have no obligation to perform any testing of the Active Material. Halo shall notify Client in writing within [***] days after receipt of Active Material delivered by Client of any complaint regarding obvious qualitative faults or quantitative shortcomings of the Active Material, and Halo shall simultaneously send samples of faulty Active Material to Client or its designee. Halo shall notify Client in writing within [***] days of Halo becoming aware of any defects in the Active Material that may not or would not have been obvious at delivery by visual inspection of such Active Material made with reasonable care. Halo will assist Client, at Client’s expense, in substantiating any defects or shortcomings and otherwise assist Client in order for Client to obtain replacement Active Material or a refund or credit from Client’s supplier of Active Material.
(B) Halo shall be and remain responsible for the proper care and handling of all quantities of Active Material received from Client or its designee hereunder. Halo shall hold all Active Material supplied by Client separate (individually identifiable storage in rows or racking) from other materials owned or acquired by Halo and other Third Parties and shall identify the Active Material as the property of Client. Halo shall store, handle, and protect the Active Material with the same level of care that Halo stores, handles, and protects Halo’s own active pharmaceutical ingredients, but in no event less than a commercially reasonable level of care, which shall include taking commercially reasonable precautions to ensure that no such Active Material is subject to contamination, deterioration, destruction, or theft.
(C) Halo shall use such Active Material only to provide the Manufacturing Services. Since the Active Material are controlled substances within the meaning of Applicable Laws, Halo shall request and use Commercially Reasonable Efforts to obtain from the applicable Regulatory Authority, including the DEA, appropriate quota allowances for such Active Material in sufficient quantities to meet Client’s Forecasts f...
Active Material. Client shall, at its sole cost and expense, deliver the Active Material to Halo DDP (Incoterms 2010) the Manufacturing Site specified by Halo during the Term in sufficient quantities and at such times as to enable Halo to timely provide the Manufacturing Services. Title to and risk of loss of the Active Material shall at all times remain with Client, and Client will insure the Active Material at Client’s cost. Client acknowledges and agrees that the timely delivery of the Active Material is a threshold event to Halo’s ability to supply Product by the scheduled delivery date set forth in a Purchase Order. Any failure of Client or its designee to timely deliver to Halo Active Material shall extend, day-for-day of such delayed delivery by Client or its designee, the scheduled delivery date of the corresponding Products Manufactured by Halo hereunder using such Active Material, and Halo shall have no liability to Client or its Affiliates
Active Material. Except as expressly set forth in this Agreement, under no circumstances whatsoever shall Halo be responsible for any loss or damage to the Active Material. Subject to Section 2.1(b)(i)(D), Halo’s maximum liability for loss or damage to all Active Material shall not exceed the Maximum Credit Value in any given Year.
Active Material. Except as expressly set forth in Section 2.2 and except to the extent caused by [**], under no circumstances will Patheon be responsible for any loss or damage to the Active Material. Patheon’s maximum responsibility for loss or damage to the Active Material will not exceed the Maximum Credit Value set forth in Schedule D, except to the extent caused by [**], in which case Patheon’s maximum responsibility for the lost or damaged Active Material shall not exceed [**]% [**] of the lost or damaged Active Material up to a maximum aggregate liability in any Year of [**]% of [**]) per Year received by Patheon under this Agreement during the Year in which the underlying event occurred that gave rise to the liability (e.g. the date of the incident or manufacture). [**]
