Component Supply. 6.1 Active Drug Substance and Compressil. CEPHALON will provide free of charge, and deliver to CATALYTICA at its designated production facility not less than sixty (60) days in advance of the delivery date of Product, appropriate quantities of Active Drug Substance and Compressil which meet the specifications established in Schedule A. Following such delivery, CATALYTICA shall assume full responsibility for the safekeeping and safe handling, and shall bear all risk of loss (subject to the agreed yield loss as described below), of all such Active Drug Substance and Compressil that is in its possession. Legal title to all Active Drug Substance and Compressil will remain with CEPHALON, provided however, that CATALYTICA shall reimburse CEPHALON for the actual documented replacement cost of any Active Drug Substance and Compressil that is lost, contaminated, or destroyed while in the possession of CATALYTICA (subject to the agreed yield loss as described below). CATALYTICA will use its commercially reasonable best efforts to obtain maximum yield of Product from the Active Drug Substance provided by CEPHALON in connection with the formulation and packaging services provided hereunder. The parties anticipate that the combined yield loss suffered in the course of formulating and packaging the Product in any given lot will not exceed [**]. Yield loss is defined as: Yield Loss = 100 (modafinil - (tablets)(dose))/modafinil where modafinil = starting modafinil amount in granulation, gram tablets = total number of tablets produced = (total packages) (quantity per package) or for bulk tablets: = (total tablet weight, gram) / (nominal tablet weight, gram) [**] [**] Notwithstanding the above, if the yield loss over any given twelve-month period during the term hereof exceeds [ ], then CATALYTICA will reimburse CEPHALON for its actual documented costs for that amount of Active Drug Substance lost that exceeds the aforementioned [**] maximum threshold.
Component Supply. 3.1 The Parties have agreed that the Seller shall supply the Components listed in Appendix 1 to the Buyer under this Agreement. Agreement nb.: LOT22-001 SA TEMPLATE VERSION 201022 4 3.2 When desiring to purchase Components under this Agreement, the Buyer will issue a request to the Seller that will investigate the delivery possibilities and provide a quote. If the Buyer agree to the quote the Buyer shall issue a Purchase Order and submit it to the Seller upon which the Parties will have a binding commitment to purchase and supply the Components covered by the Purchase Order.
Component Supply. PSJV agrees to fill the Orders by supplying the Components to Haoqing. In that connection, PSJV will maintain the production process to meet and fulfil the Orders, and will acquire or supply all other materials, production factors, Supplies and services necessary.
Component Supply. Notwithstanding the rights granted in Section 6.01, NexMed shall have the exclusive right to manufacture and sell to Vergemont in the Territory certain ingredients of the Licensed Products. NexMed shall sell to Vergemont and Vergemont shall purchase exclusively from NexMed the Penetration Enhancement Ingredients for the manufacture of the Licensed Products as identified in Appendix A at a price equal to NexMed's full costs associated with production of the Penetration Enhancement Ingredient plus [*]% thereof.
Component Supply. Supply Uroplasty in a timely manner with its entire requirements, in bulk and not sterilized, the stainless steel needles with the handles, the tape and packaging components that are used to assemble the CL Product, as further detailed below (the “CL Product Components”), all as manufactured in accordance with ISO 13485 standards and European Directives.
Component Supply. Supplier shall purchase a quantity of Components required for the manufacture of Products for the first [***] ([***]) months of the Initial Forecast. Upon Customer’s request, Supplier and Customer will also discuss any amendments that should be made to the list of Components to be purchased by Supplier, including by reason of more favorable pricing terms that may be available to Customer, and at Customer’s discretion, Customer may request that certain Components become Consigned Components (in which case Section 2.6(d) shall apply to such components), or that Consigned Components should be purchased by Supplier. Supplier shall be responsible for acquiring all Components, including associated costs of shipping, freight, taxes and duties, and for managing inventory of Components and ensuring that Supplier has sufficient quantities (not to be less than [***] ([***]) months’ supply) of Components in stock to meet Customer’s Binding Forecasts. Supplier shall keep Customer regularly informed of the status of the Component inventory, and shall immediately notify Customer in the event of any potential material delays or shortages that may impact the ability to manufacture Products in accordance with Binding Forecasts, or to meet Shipment Dates. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
Component Supply. (a) CCC shall maintain and manage adequate Component inventory in order to meet Nevro’s Purchase Orders. CCC shall immediately notify Nevro in the event of any potential material delays or shortages that may impact CCC’s delivery of Products in accordance with the applicable Forecast or Purchase Orders.
(b) CCC may order a reasonable volume of Components above the quantities required to satisfy Purchase Orders in order to meet Component minimum order quantities imposed by Component suppliers.
(c) Subject to the remainder of this Section 2.3(c), Nevro shall be responsible for the cost/price of finished Products and Safety Stock (as such prices are set forth on Exhibit A) and the cost of other types of Inventory purchased or manufactured by CCC under the terms of this Agreement which becomes obsolete due to reduction in demand (i.e., which were reasonably ordered based on a Forecast including but not limited to the Product requirements contained in the binding portion of the Forecast and the Components ordered that were ordered consistent with the non-binding portion of the Forecast due to long Component lead times) or due to Change Orders (if such finished Products, Safety Stock and other Inventory were identified by either party as becoming obsolete in such mutually agreed Change Order), provided that CCC has made a reasonable effort to return such Inventory or cancel the applicable orders from Subcontractors (except that this obligation on CCC to return or cancel will not apply in the case of finished Products, Safety Stock, and WIP). In the event of such obsolescence, CCC shall notify Nevro in writing of the applicable Inventory, which notice shall explain the reason such [***] Certain information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
(d) If Nevro engages in a process pursuant to which Nevro accepts bids from third parties to supply Components, Nevro shall (i) notify CCC in writing of Nevro’s intent to engage a third party with respect to such Components within a reasonable period of time prior to the scheduled commencement of such process, (ii) provide CCC with a general written description of Nevro’s requirements with respect to such Components, and (iii) provide CCC with an opportunity to submit a bid to provide such Components to Nevro. Nevro shall discuss any such submitted bid with CCC in good faith. If Nevro does not accept ...
Component Supply. Notwithstanding the rights granted in Section 6.01, NexMed shall have the right to manufacture and sell to Lotus in the Territory certain ingredients of the Licensed Product. NexMed shall sell to Lotus and Lotus shall purchase from NexMed the Penetration Enhancement Ingredients for the manufacture of the Licensed Product at a price equal to NexMed's full costs associated with production of the Penetration Enhancement Ingredient plus 25% thereof. In addition, Lotus shall purchase from NexMed the active ingredient, Compound A, at a price equal to NexMed's full costs (no profits) delivered CIF Taiwan.
Component Supply. Xxxxxx shall be responsible for procuring, testing and releasing on a timely basis all Components (including BD syringes, except as otherwise provided below) needed to Produce and deliver the Drug Product, except that Altus shall supply to Xxxxxx, at Altus' cost, the Altus Supplied Components. Except as may specifically be set forth in the Project Plan, on receipt of the Altus Supplied Components as set forth above, Althea's sole obligation with respect to evaluation of the Altus Supplied Components shall be to review the accompanying certificate(s) of analysis (if any) to confirm that the Altus Supplied Components conform with the Specifications. [***]Xxxxxx [***] in order to [***] of the batches of Drug Product, the Parties will[***] [***] [***] As promptly as practicable after the Effective Date, Xxxxxx will inform Altus of the quantity of BD syringes that Xxxxxx anticipates it will need. In addition, Xxxxxx will as promptly as practicable provide an approved vendor list for its purchase of all needed Xxxxxx Supplied Components, [***] that relate to Xxxxxx Supplied Components for Altus' review. If Altus determines that additional audits of vendors of Xxxxxx Supplied Components need to be conducted, such needed vendor audits will be conducted by the Parties [***]. PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO THE COMPANY'S APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934.
Component Supply. The parties recognize that certain individual electronic components incorporated into one or more Products in the Product Line are comprised of ADA Contributed Technology or of Nortel Contributed Technology, as the case may be. No license or other rights with respect to the intellectual property incorporated in the Components are granted under this Agreement. Each party shall, however, supply to the other the Components, for the limited purpose of permitting the incorporation of such Components into the Products, on the terms and conditions described in the Component Supply Agreement. Attached hereto as Exhibit 5.2 is a form of Component Supply Agreement which the parties agree shall constitute the first draft of the Component Supply Agreement. The parties agree, promptly upon the execution of this Agreement, to meet and negotiate in good faith the final terms and conditions of the Component Supply Agreement and to finalize such negotiations and enter into the formal Component Supply Agreement no later than October 31, 1997. The failure to enter into the formal Component Supply Agreement by October 31, 1997 shall give either party the right to implement the escalation procedure described in Section 18 below.
