Effect of Termination on the Sales in New Zealand to Individual Patients Sample Clauses

Effect of Termination on the Sales in New Zealand to Individual Patients a) From and after the Termination Effective Date but only until the NZ Transfer Date (as defined below), Novartis will continue to supply to individual patients in New Zealand the amounts of Product sufficient to cover their medical needs, who, as of the Termination Effective Date, receive Product from Novartis in all material respects in accordance with the current practices and procedures for such supply already established (i.e., using Bayer UK packs that are converted locally into saleable packs for the New Zealand market) (the “NZ Supply”) solely until both (i) the Regulatory Approval for New Zealand has been transferred to GW and (ii) GW has established new mechanisms to distribute and supply Product in New Zealand which have been approved by the Ministry of Health (the date that both (i) and (ii) are achieved, the “NZ Transfer Date”). b) From and after the NZ Transfer Date: i. GW will be exclusively solely responsible, at its own cost and expense, for any and all supply of Product in New Zealand; ii. Upon receipt by Novartis of reimbursement by GW of the Price originally paid by Novartis to GW for any unexpired and saleable inventory of Product in Novartis’ warehouse as of the NZ Transfer Date , Novartis will transfer such inventory to GW or its Third Party designee as soon as practicable following the NZ Transfer Date; iii. Novartis will transfer to GW all pending supply requests and purchase orders related to the Product received by Novartis. c) Each Party shall use commercially reasonable efforts to ensure that such NZ Supply patients continue to have access to the Product until the NZ Transfer Date and to ensure that the transfer will happen as soon as possible after the Termination Effective Date. In the event that GW or its Third Party designee are unable to achieve prong (ii) of the definition of “NZ Transfer Date” within 180 days of the Termination Effective Date, the Parties will discuss in good faith the terms and conditions upon which Novartis can continue to supply Product to individual patients in order to provide such NZ Supply patients with access to the Product.
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