Client-supplied Materials. A. Client shall supply to Catalent for Processing, at [**] cost, all Client-supplied Materials, in quantities sufficient to meet Client’s requirements for Product. Client shall deliver such items and associated certificates of analysis to the Facility between [**] days and [**] days before the Processing Date. Client shall be responsible at its expense for securing any necessary DEA, export or import, similar clearances, permits or certifications required in respect of such supply. Catalent shall use such items solely for Processing. Prior to delivery of any such items, Client shall provide to Catalent a copy of all associated material safety data sheets, safe handling instructions and health and environmental information and any Regulatory certifications or authorizations that may be required under Applicable Laws relating to the API and Product, and shall promptly provide any updates thereto.
Client-supplied Materials. A. Client shall supply to Catalent for Processing, at Client’s cost, all Client-supplied Materials, in quantities sufficient to meet Client’s requirements for Product. Client shall deliver such items and associated certificates of analysis to the Facility no later than 60 days (but not earlier than 90 days, unless agreed to by the Parties or accepted by Catalent) before the Processing Date. Client’s failure to fulfill the foregoing obligations in this Section 3.1 shall not by itself give rise to a cause of action in Catalent or a right by it to terminate this Agreement. Client shall be responsible at its expense for securing any necessary DEA, export or import, similar clearances, permits or certifications required in respect of such supply. Catalent shall use such items solely for Processing. Prior to delivery of any such items, Client shall provide to Catalent a copy of all associated material safety data sheets, safe handling instructions and health and environmental information and any Regulatory certifications or authorizations that may be required under Applicable Laws relating to the API and Product, and shall promptly provide any updates thereto.
Client-supplied Materials. A. Client shall supply to Catalent for Processing, at Client’s cost, all Client-supplied Materials, in quantities sufficient to meet Client’s requirements for Product. Client shall deliver such items and associated certificates of analysis to the Facility no later than [**] before the Processing Date, unless such Processing requires microbial testing in which case Client shall deliver such Client-supplied Materials no later than [**] before the Processing Date; provided, that such Processing Date shall be communicated to Client in writing sufficiently in advance of its occurrence to reasonably enable Client to meet such obligations. Client shall be responsible at its expense for securing any necessary DEA, export or import, similar clearances, permits or certifications required in respect of such supply. Catalent shall use such items solely for Processing hereunder. Prior to delivery of any such items, Client shall provide to Catalent a copy of all associated material safety data sheets, safe handling instructions and health and environmental information and any Regulatory certifications or authorizations that may be required under Applicable Laws relating to the API and Product, and shall promptly provide any updates thereto.
Client-supplied Materials. Client shall deliver to PCD, at Client's sole cost and expense, such subscription, promotion, circulation, billing, correspondence, back issues and other materials and information (herein called "Materials") as PCD shall reasonably request as necessary for PCD to perform its services hereunder. Materials furnished by Client shall meet optical scanning computer addressing, mechanical inserting and other specifications furnished in writing by PCD to Client.
Client-supplied Materials. Client, at its expense (including, without limitation, shipping costs), shall supply to Baxter, in a timely manner, all Materials listed in the Xxxx of Materials as Client supplied. On receipt of the Client supplied Materials, Xxxxxx’x sole obligation with respect to evaluation of the Client supplied Materials shall be to (i) review the accompanying certificate of analysis to confirm that the Client supplied Materials conform with the specifications, and (ii) perform testing on the BDS in accordance with the Project Plan. Client shall be liable for the conformance of the BDS and Client supplied Materials to their respective specifications, and Client shall be responsible for any liability arising out of any such nonconformance, including without limitation, Non-Conforming Batches of Product, unless Baxter is required to test the Client supplied Materials and such nonconformance was not THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. detected by Baxter as a result of its negligence or willful misconduct. Unless specifically set forth otherwise in this Agreement, Baxter disclaims any and all liability with respect to Client’s BDS. The responsibility for vendor/supplier qualification is set forth in the Quality Agreement. Baxter shall only use Qualified Subcontractors.
Client-supplied Materials. Commencing upon a Commercial Supply Election, Client agrees to use commercially reasonable efforts to build, over time, an inventory of Client-Supplied Materials at the Facility to support * of the Rolling Forecast, and will, at a minimum, provide Client-Supplied Materials to Hovione sufficient to enable Hovione to manufacture the then current binding portion of the Rolling Forecast at least *calendar days in advance of said requirement.
Client-supplied Materials. Except as expressly set forth in this Agreement or in a Work Plan or as otherwise agreed upon by the Parties, Client will be responsible for sourcing and providing to Hovione all Client-Supplied Materials, *, for all Development Services and Manufacturing Services. Hovione’s requirements for Client-Supplied Materials and the dates by which such Client-Supplied Materials must be provided to Hovione for the commencement of the applicable Services (a) will be set forth in the applicable Work Plan or otherwise mutually agreed to in writing for Development Services, and (b) is set forth in Section 5.5 for Manufacturing Services. Notwithstanding anything in this Agreement to the contrary, Hovione will not be in breach of its obligation to supply Product or perform Services by the agreed to delivery date and it will not constitute a Supply Failure if the delivery or performance delay is substantially the result of Client’s failure to meet its material obligations in accordance with the terms of this Agreement; provided that, if such failure is reasonably likely to cause the delivery or performance delay, Hovione promptly notifies Client thereof and provides Client with a reasonable estimate of the delay and Hovione uses all reasonable efforts to mitigate the delay. Hovione will promptly advise Client in writing of any Client-Supplied Materials that are lost or damaged, including any Material Loss.
Client-supplied Materials. Identify if any Client —supplied materials in addition to those identified in Appendix A will be supplied by Client. Identify when such Client-Supplied Materials must be at the Hovione Facility for Services to commence
Client-supplied Materials. No Intellectual Property Infringement If the Client provides material for incorporation into the final product, they guarantee that this material does not infringe on existing intellectual property rights. This Contract is ongoing until the project's completion. Either party can terminate the agreement at any time by sending a notice to the other party, specifying the termination date (7 days from receipt). The contract officially ends once this period has passed. When terminating, the party must provide 7-day notice as per Section 11.4. The Contractor will cease work immediately upon receiving notice, unless otherwise stated. The Client will compensate the Contractor for completed work up to the termination date and reimburse them for agreed-upon, non-cancellable expenses. The following sections remain in effect even after the Contract's end: Sections 2 (Ownership and Licenses), 3 (Competitive Engagements), 4 (Non-Solicitation), 5 (Representations), 8 (Confidential Information), 9 (Limitation of Liability), 10 (Indemnity), and 11 (General). Confidential client information, including customer lists, business strategies, research & development notes, and other private data, will be treated with the utmost care by the Contractor. The Contractor acknowledges that this confidential information is off-limits for any purpose beyond completing its obligations under this Contract. For instance, if the Client allows the Contractor to use a customer list for sending out newsletters, the Contractor cannot utilize those email addresses for any other purposes without explicit permission from the Client. However, if the Client grants written consent, the Contractor may use the information accordingly. Upon termination of this Contract, the Contractor must return or destroy all confidential client information and confirm that it has done so. The Contractor guarantees that it will not disclose confidential client information to third parties unless authorized in writing by the Client. These obligations persist even after the Contract ends, except for circumstances where the Contractor can demonstrate that the information was already publicly available, became public through no fault of its own, or was known and had no obligation to keep it secret. When both parties agree on something going wrong, the Contractor might offer to defend the Client or cover their losses. The Client is also protected if they're sued for something caused by the Contractor. If someone sues the Cl...
Client-supplied Materials. A. Client shall supply to Catalent for Processing, at Client's cost, all Client-supplied Materials, in quantities sufficient to meet Client's requirements for Product. Client shall deliver such items and associated certificates of analysis to the Facility no later than [redacted] (but not earlier than one-hundred and [redacted]) before the delivery date agreed in the Acknowledgement (as referenced in Section 4.6(B)). Client shall be responsible at its expense for securing any necessary DEA, export or import, similar clearances, permits or certifications required in respect of such supply. Catalent shall use such items solely for Processing. Prior to delivery of any such items, Client shall provide to Catalent a copy of all associated material safety data sheets, safe handling instructions and health and environmental information and any regulatory certifications or authorizations that may be required under Applicable Laws relating to the API and Product, and shall promptly provide any updates thereto. Certain identified information has been excluded from this exhibit because it both (i) is not material and (ii) would be competitively harmful if publicly disclosed. EXECUTION VERSION
