Alternate Suppliers. If CyDex fails to supply to Sage, or if CyDex will be unable to supply Sage with 80% (i.e., maximum shortfall of 20%) of the quantity of Captisol properly forecasted and ordered by Sage (and provided such order was within the Purchase Volume Limitations) in accordance with this Agreement, for a period of three consecutive months or longer or if any such failure occurs three or more times during any twelve month period (“Supply Interruption”) then CyDex shall immediately provide written notice to Sage of the Supply Interruption. In the event of a Supply Interruption:
Alternate Suppliers. Without prejudice to Section 3.2, nothing in this Agreement shall prevent, prohibit or restrict Company from purchasing the Products from any Third Party.
Alternate Suppliers. If CyDex fails to supply to Spectrum, or if CyDex is unable to supply Spectrum with, [***] ([***]) of the quantity of Commercial Grade Captisol properly forecasted and ordered by Spectrum (and provided such order was within the Purchase Volume Limitations) in accordance with this Agreement, for a period of [***] ([***]) months or longer (“Supply Interruption”) then CyDex shall immediately provide written notice to Spectrum of the Supply Interruption. In the event of a Supply Interruption:
Alternate Suppliers. If CyDex fails to supply to Company with [***] of the quantity of Captisol properly forecasted and ordered by Company (and provided such order was within the Purchase Volume Limitations) in accordance with this Agreement, for a period of [***] or longer (“Supply Interruption”), then CyDex shall immediately provide written notice to Company of the Supply Interruption. [***]. In the event of a [***]:
Alternate Suppliers. Except for the Mix and Production Equipment System, Associate may purchase through Krispy Kreme or any other source (1) any other ingredients for Krispy Kreme Doughnuts and other products permitted to be sold in the doughnut shop; (2) any other doughnut plant equipment; (3) packages and containers for his products; and (4) other supplies, if the items supplied meet specifications set forth in the Manual. Krispy Kreme will not unreasonably withhold prompt approval of such purchases provided sufficient notice is given by Associate for Krispy Kreme to determine that such items conform to the standards and specifications set forth in the Manual. In return for services and expertise provided by Krispy Kreme, it will charge a service fee in the form of a markup for any purchase of supplies made through the Purchasing Department of Krispy Kreme.
Alternate Suppliers. In the event that either (i) Microline shall determine that it no longer has the capability to manufacture Supply Products for Transenterix or (ii) Microline fails to supply at least 50% of the binding forecasts for two consecutive quarters (unless due to reasons beyond the reasonable control of Microline), in each case in accordance with this Agreement, then either Microline shall provide written notice thereof to Transenterix promptly after making such determination in Section 8(c)(i) or Transenterix will provide notice of such failure to supply in Section 8(c)(ii) (which Microline can dispute). Within sixty (60) days after such notice (or if disputed, after resolution of such dispute), Microline shall provide Transenterix with written notice (the “Alternative Supplier Notice”) identifying one or more third party manufacturer(s) (each, an “Alternative Supplier”) from which Transenterix may purchase the Supply Products. If Microline fails to so deliver the Alternative Supplier Notice (or if the Alternative Supplier(s) identified in the Alternative Supplier Notice cannot or will not deliver the Supply Products in accordance with Transenterix’s minimum forecasts and at or less than the pricing set forth in this Agreement, in Transenterix’s reasonable discretion), then Transenterix may choose one or more Alternative Suppliers in its sole discretion. Promptly after the selection of an Alternative Supplier (or another supplier chosen by Transenterix pursuant to the immediately preceding sentence), Microline shall provide such alternative supplier with sufficient information to permit such alternative supplier to manufacture the Supply Products.
Alternate Suppliers. Nothing in this Agreement shall prevent, prohibit or restrict Zogenix from purchasing the Drug Substance from any Third Party provided that during the Initial Term of this Agreement, Zogenix orders [***] of its total needs from the Supplier.
Alternate Suppliers. Nothing in this Agreement shall prevent, prohibit or restrict Endo from purchasing the Products from any Third Party.
Alternate Suppliers. If CyDex fails to supply to Sage, or if CyDex will be unable to supply Sage with [***] (i.e., maximum shortfall of [***]) of the quantity of Captisol properly forecasted and ordered by Sage (and provided such order was within the Purchase Volume Limitations) in accordance with this Agreement, for a period of [***] or longer or if any such failure occurs [***] or more times during any [***] period (“Supply Interruption”) then CyDex shall immediately provide written notice to Sage of the Supply Interruption. In the event of a Supply Interruption:
Alternate Suppliers. Nothing in this Agreement shall prevent, prohibit or restrict Zogenix from purchasing the Products from any Third Party.
