Common use of Application of certain sections to Authorized Purchasers Clause in Contracts

Application of certain sections to Authorized Purchasers. The following sections of this Agreement shall apply to purchases by Authorized Purchasers of Product for inclusion in Cisco products (collectively, the “Authorized Purchaser Required Sections”): Sections 2 (Cisco Lean Hub Participation), 3.1 (Supply of Product), 4 (Orders), 5 (Product Pricing and Payment), 6 (Delivery and Acceptance), 7 (Flexibility), 8 (Late Deliveries), 9 (Reschedules and Cancellations), 10 (Shipping Documents, Packaging and Markings), 11.2 (Allocation of Products During Shortages), 12 (Quality and Testing), 13 (Product Changes and Discontinuation), 14 (Software), 15 (Failure Analysis and Support), 16 (Warranties), 20 (Compliance with Laws) and 24 (Scrap and Supply Chain Visibility). Notwithstanding anything to the contrary in this Agreement or any non-disclosure agreement executed by the parties, Cisco may disclose the Authorized Purchaser Required Sections to its Authorized Purchasers and the Hub Provider(s) solely for their use in purchasing Product to be included in (or bundled with) Cisco products or providing Hub services, respectively, so long as Cisco has confidentiality agreements with such Authorized Purchasers and Hub Provider(s) that protects such information. Cisco shall disclose the Authorized Purchaser Required Sections to its Authorized Purchasers in the format attached hereto and incorporated herein as Exhibit C. Supplier shall ensure that the Authorized Purchaser Required Sections shall be adhered to with and provided to Cisco Authorized Purchasers in the course of their purchase of Products for inclusion in Cisco products. If Supplier provides terms to any Authorized Purchaser more favorable to such Authorized Purchaser than those in the Authorized Purchaser Required Sections, Supplier shall provide such terms to Cisco. With respect to Product ordered by any Authorized Purchaser, Supplier shall invoice such Authorized Purchaser directly, and Cisco shall have no liability for any such order. Supplier shall be entitled to refuse to sell Products to any Authorized Purchaser with reference to this Agreement if (a)(i) such Authorized Purchaser has failed to pay Supplier amounts due Supplier, and (ii) such non-payment remains outstanding despite Supplier’s diligent resolution efforts, and (iii) Supplier has notified Cisco in writing and has afforded to Cisco a reasonable period of time, but in no event less than ten (10) business days, in which to intervene and resolve such non-payment by Authorized Purchaser, or (b) for any other bona fide reason, as mutually determined and agreed by both Supplier and Cisco. Upon subsequent resolution of any such non-payment by a Cisco Authorized Purchaser as presented in (a), or upon Supplier’s and Cisco’s mutual agreement to resume shipment to such Authorized Purchaser as presented in (b) above, Supplier’s obligations hereunder shall resume immediately. For purposes of volume pricing or other terms or conditions dependent on volume, all purchases of Products by Cisco, its subsidiaries and its Authorized Purchasers (incident to providing manufacturing services to Cisco) under this Agreement and the Cisco BV Agreement shall be aggregated for the benefit of Cisco and each Cisco Authorized Purchaser. Supplier agrees that any Cisco Authorized Purchaser may enforce the Authorized Purchaser Required Sections, notwithstanding the fact that Orders for the Products may issue from another Cisco Authorized Purchaser or Cisco; however, if any Authorized Purchaser makes a claim to Supplier regarding any Product, Supplier may request that Cisco, Supplier and the applicable Authorized Purchaser meet to determine if the claim should be made directly by Cisco or the original Authorized Purchaser.

Application of certain sections to Authorized Purchasers. The following sections of this Agreement shall apply to purchases by Authorized Purchasers of Product for inclusion in Cisco products (collectively, the “Authorized Purchaser Required Sections”): Sections 2 (Cisco Lean Hub Participation), 3.1 (Supply of Product), 4 (Orders), 5 (Product Pricing and PaymentPricing), 6 (Delivery and AcceptanceDelivery), 7 (Flexibility), 8 (Late Deliveries), 9 (Reschedules and Cancellations), 10 (Shipping Documents, Packaging and Markings), 11.2 (Allocation of Products During Shortages), 12 (Quality and Testing), 13 (Product Changes and Discontinuation), 14 (Software), 15 (Failure Analysis Open Source Technology), 16 (RCFA and Support), 16 17 (Warranties), 20 21 (Compliance with Laws), 22 (Limitation of Liability) and 24 25 (Scrap and Supply Chain Visibility). Notwithstanding anything to the contrary in this Agreement or any non-disclosure agreement executed by the parties, Cisco may disclose the Authorized Purchaser Required Sections to its Authorized Purchasers and the Hub Provider(s) Provider solely for their use in purchasing Product to be included in (or bundled with) Cisco products or providing Hub services, respectively, so long as Cisco has confidentiality agreements with such Authorized Purchasers and Hub Provider(s) that protects such information. Cisco shall disclose the Authorized Purchaser Required Sections to its Authorized Purchasers in the format attached hereto and incorporated herein as Exhibit C. B. Supplier shall ensure that adhere to the Authorized Purchaser Required Sections shall be adhered as to with and provided to Products purchased by Cisco Authorized Purchasers in the course of their purchase of Products for inclusion in Cisco products. If Supplier provides terms to any Authorized Purchaser more favorable to such Authorized Purchaser than those in the Authorized Purchaser Required Sections, Supplier shall provide such terms to Cisco. With respect to Product ordered by any Authorized Purchaser, Supplier shall invoice such Authorized Purchaser directly, and Cisco shall have no liability for any such order. Supplier shall be entitled to refuse to sell Products to any Authorized Purchaser with reference to this Agreement if (a)(ii) such Authorized Purchaser has failed to pay Supplier amounts due Supplier, and (ii) such non-payment remains outstanding despite Supplier’s diligent resolution efforts, and (iii) Supplier has notified Cisco in writing and has afforded to Cisco a reasonable period of time, but in no event less than ten (10) business or more than seventeen (17) days, in which to intervene and resolve such non-payment by the Authorized Purchaser, or (b) for any other bona fide reason, as mutually determined and agreed by both Supplier and Cisco. Upon subsequent resolution of any such non-payment by a Cisco Authorized Purchaser as presented in (a), or upon Supplier’s and Cisco’s mutual agreement to resume shipment to such Authorized Purchaser as presented in (b) abovePurchaser, Supplier’s obligations hereunder shall resume immediately. For purposes of volume pricing or other terms or conditions dependent on volume, all purchases of Products by Cisco, its subsidiaries and its Authorized Purchasers (incident to providing manufacturing services to Cisco) under this Agreement and the Cisco BV Agreement shall be aggregated for the benefit of Cisco and each Cisco Authorized Purchaser. Supplier agrees that any Cisco Authorized Purchaser may enforce the Authorized Purchaser Required Sections, notwithstanding the fact that Orders for the Products may issue from another Cisco Authorized Purchaser or Cisco; however, if any Authorized Purchaser makes a claim to Supplier regarding any Product, Supplier may request that Cisco, Supplier and the applicable Authorized Purchaser meet to determine if the claim should be made directly by Cisco or the original Authorized Purchaser.

Application of certain sections to Authorized Purchasers. The following sections Sections of this Agreement shall will apply to purchases by Authorized Purchasers of Product for inclusion in Cisco incorporation into or bundling with Cisco’s products (collectively, the “Authorized Purchaser Required SectionsPass-Through Terms”): Sections 2 (Cisco Lean Hub Participation), 3.1 2.1 (Supply of Product), 4 3 (Orders), 5 4 (Product Pricing and PaymentTaxes), 5 (Delivery; Late Delivery), 6 (Delivery and AcceptanceFlexibility), 7 (Flexibility), 8 (Late Deliveries), 9 (Reschedules and Cancellations), 10 (Shipping Documents, Packaging and Markings), 11.2 8 (Allocation of Products During Shortages), 12 (Quality and Testing), 13 9 (Product Changes and Discontinuation), 14 10 (Software), 15 (Failure Analysis SRCA and Support), 16 11.1 (WarrantiesProduct Warranty), 20 (Compliance with Laws) and 24 (Scrap and Supply Chain Visibility)Exhibit A, if applicable. Notwithstanding anything to the contrary in this Agreement or any non-disclosure agreement executed by the parties, Cisco may disclose the Authorized Purchaser Required Sections Pass-Through Terms to its Authorized Purchasers and the Hub Provider(s) solely for their use in purchasing Product to be included in (or bundled with) Cisco products or providing Hub services, respectively, so long as Cisco has confidentiality agreements with such Authorized Purchasers under this Agreement and Hub Provider(s) that protects such information. Cisco shall disclose the Authorized Purchaser Required Sections to its Authorized Purchasers in the format attached hereto and incorporated herein as Exhibit C. Supplier shall ensure that adhere to the Pass-Through Terms when providing Products to Authorized Purchaser Required Sections shall be adhered to with and provided to Cisco Authorized Purchasers in the course of their purchase of Products for inclusion in Cisco productsPurchasers. If Supplier provides terms to any the Authorized Purchaser more favorable to such Authorized Purchaser than those in the Authorized Purchaser Required SectionsPass-Through Terms, Supplier shall provide such terms to Cisco. With respect to Product ordered by any Authorized Purchaser, Supplier shall will invoice such Authorized Purchaser directly, and Cisco shall will have no liability for related to any such order. Supplier shall be entitled to refuse to sell Products to any Authorized Purchaser with reference to this Agreement if (a)(i) such Authorized Purchaser has failed to pay Supplier amounts due Supplier, and (ii) such non-payment remains outstanding despite Supplier’s diligent resolution efforts, and (iii) Supplier has notified Cisco in writing and has afforded to Cisco a reasonable period of time, but in no event less than ten (10) business days, in which to intervene and resolve such non-payment by Authorized Purchaser, or (b) for any other bona fide reason, as mutually determined and agreed by both Supplier and Cisco. Upon subsequent resolution of any such non-payment by a Cisco Authorized Purchaser as presented in (a), or upon Supplier’s and Cisco’s mutual agreement to resume shipment to such Authorized Purchaser as presented in (b) above, Supplier’s obligations hereunder shall resume immediatelyOrder. For purposes of volume pricing or other terms or conditions dependent on volume, all purchases of Products by Cisco, its subsidiaries and its Authorized Purchasers (incident to providing manufacturing services to Cisco) under this Agreement and under the purchase agreement with Cisco BV Agreement shall will be aggregated for the benefit of Cisco and each Cisco Authorized Purchaser. Supplier agrees that any Cisco Authorized Purchaser may enforce the Authorized Purchaser Required Sections, notwithstanding the fact that Orders for the Products may issue from another Cisco Authorized Purchaser or Cisco; however, if any Authorized Purchaser makes a claim to Supplier regarding any Product, Supplier may request that Cisco, Supplier Authorized Purchasers, Cisco BV and the applicable Authorized Purchaser meet to determine if the claim should be made directly by Cisco or the original Authorized PurchaserBV authorized purchasers.

Application of certain sections to Authorized Purchasers. The following sections Sections of this Agreement shall will apply to purchases by Authorized Purchasers of Product for inclusion in Cisco incorporation into or bundling with Cisco’s products (collectively, the “Authorized Purchaser Required SectionsPass-Through Terms”): Sections 2 (Cisco Lean Hub Participation), 3.1 2.1 (Supply of Product), 4 3 (Orders), 5 4 (Product Pricing and PaymentTaxes), 5 (Delivery; Late Delivery), 6 (Delivery and AcceptanceFlexibility), 7 (Flexibility), 8 (Late Deliveries), 9 (Reschedules and Cancellations), 10 (Shipping Documents, Packaging and Markings), 11.2 8 (Allocation of Products During Shortages), 12 (Quality and Testing), 13 9 (Product Changes and Discontinuation), 14 10 (Software), 15 (Failure Analysis SRCA and Support), 16 11.1 (WarrantiesProduct Warranty), 20 (Compliance with Laws) and 24 (Scrap and Supply Chain Visibility)Exhibit A, if applicable. Notwithstanding anything to the contrary in this Agreement or any non-disclosure agreement executed by the parties, Cisco may disclose the Authorized Purchaser Required Sections Pass-Through Terms to its Authorized Purchasers and the Hub Provider(s) solely for their use in purchasing Product to be included in (or bundled with) Cisco products or providing Hub services, respectively, so long as Cisco has confidentiality agreements with such Authorized Purchasers under this Agreement and Hub Provider(s) that protects such information. Cisco shall disclose the Authorized Purchaser Required Sections to its Authorized Purchasers in the format attached hereto and incorporated herein as Exhibit C. Supplier shall ensure that adhere to the Pass-Through Terms when providing Products to Authorized Purchaser Required Sections shall be adhered to with and provided to Cisco Authorized Purchasers in the course of their purchase of Products for inclusion in Cisco productsPurchasers. If Supplier provides terms to any the Authorized Purchaser more favorable to such Authorized Purchaser than those in the Authorized Purchaser Required SectionsPass-Through Terms, Supplier shall provide such terms to Cisco. With respect to Product ordered by any Authorized Purchaser, Supplier shall will invoice such Authorized Purchaser directly, and Cisco shall will have no liability for related to any such order. Supplier shall be entitled to refuse to sell Products to any Authorized Purchaser with reference to this Agreement if (a)(i) such Authorized Purchaser has failed to pay Supplier amounts due Supplier, and (ii) such non-payment remains outstanding despite Supplier’s diligent resolution efforts, and (iii) Supplier has notified Cisco in writing and has afforded to Cisco a reasonable period of time, but in no event less than ten (10) business days, in which to intervene and resolve such non-payment by Authorized Purchaser, or (b) for any other bona fide reason, as mutually determined and agreed by both Supplier and Cisco. Upon subsequent resolution of any such non-payment by a Cisco Authorized Purchaser as presented in (a), or upon Supplier’s and Cisco’s mutual agreement to resume shipment to such Authorized Purchaser as presented in (b) above, Supplier’s obligations hereunder shall resume immediatelyOrder. For purposes of volume pricing or other terms or conditions dependent on volume, all purchases of Products by Cisco, its subsidiaries and its Authorized Purchasers (incident to providing manufacturing services to Cisco) under this Agreement and under the purchase agreement with Cisco BV Agreement shall CSI will be aggregated for the benefit of Cisco and each Cisco Authorized Purchaser. Supplier agrees that any Cisco Authorized Purchaser may enforce the Authorized Purchaser Required Sections, notwithstanding the fact that Orders for the Products may issue from another Cisco Authorized Purchaser or Cisco; however, if any Authorized Purchaser makes a claim to Supplier regarding any Product, Supplier may request that Cisco, Supplier Authorized Purchasers, Cisco CSI and the applicable Authorized Purchaser meet to determine if the claim should be made directly by Cisco or the original Authorized PurchaserCSI authorized purchasers.