Common use of Failure to Supply by CIMAB Clause in Contracts

Failure to Supply by CIMAB. In the event that CIMAB is unable to fully support TARCANTA LTD. and TARCANTA's quantity requirements for the Licensed Products for the Other Countries, or in the event that CIMAB fails to manufacture the Licensed Products in compliance with the Applicable Laws, TARCANTA and TARCANTA LTD. shall have the right to manufacture the Licensed Products to meet its quantity requirements or Applicable Law requirements, but only to the extent that CIMAB is unable to satisfy TARCANTA LTD. and TARCANTA's quantity requirements or requirements for Licensed Products in compliance with Applicable Laws for the Other Countries. Once CIMAB demonstrates to TARCANTA and TARCANTA LTD.'s reasonable satisfaction that it is able to fully support the quantity requirements and to fully comply with the Applicable Laws, TARCANTA AND TARCANTA LTD. shall increase its purchase of the Licensed Products to the extent of CIMAB's ability to supply the Licensed Products. To the extent that TARCANTA or TARCANTA LTD. supplies the Licensed Products for sale in the Other Countries because CIMAB has not been able to manufacture sufficient quantities, or because CIMAB has not complied with the Applicable Laws, the Royalty payable to CIMAB on such Licensed Products shall be increased from [*] to [*] of Net Sales from the sale of such Licensed Products in the Other Countries.

Failure to Supply by CIMAB. In the event that CIMAB is unable to fully support TARCANTA LTD. and TARCANTA's quantity requirements for the Licensed Products for the Other Countries, or in the event that CIMAB fails to manufacture the Licensed Products in compliance with the Applicable Laws, TARCANTA and TARCANTA LTD. shall have the right to manufacture the Licensed Products to meet its quantity requirements or Applicable Law requirements, but only to the extent that CIMAB is unable to satisfy TARCANTA LTD. and TARCANTA's quantity requirements or requirements for Licensed Products in compliance with Applicable Laws for the Other Countries. Once CIMAB demonstrates to TARCANTA and TARCANTA LTD.'s reasonable satisfaction that it is able to fully support the quantity requirements and to fully comply with the Applicable Laws, TARCANTA AND TARCANTA LTD. shall increase its purchase of the Licensed Products to the extent of CIMAB's ability to supply the Licensed Products. To the extent that TARCANTA or TARCANTA LTD. supplies the Licensed Products for sale in the Other Countries because CIMAB has not been able to manufacture sufficient quantities, or because CIMAB has not complied with the Applicable ***Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. Laws, the Royalty payable to CIMAB on such Licensed Products shall be increased from [***] to [***] of Net Sales from the sale of such Licensed Products in the Other Countries.

Failure to Supply by CIMAB. In the event that CIMAB is unable to fully support TARCANTA LTD. and or TARCANTA's quantity requirements for the Licensed Products for the Other Countries, or in the event that CIMAB fails to manufacture the Licensed Products in compliance with the Applicable Laws, TARCANTA and TARCANTA LTD. shall have the ***Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. right to manufacture the Licensed Products to meet TARCANTA and TARCANTA LTD.'s its quantity requirements or requirements for Licensed Products in compliance with Applicable Law requirementsLaws, but only to the extent that CIMAB is unable to satisfy TARCANTA LTD. and TARCANTA's quantity requirements or Applicable Law requirements for Licensed Products in compliance with Applicable Laws for the Other CountriesCountries and provided that TARCANTA and TARCANTA LTD. may only supply any Adjuvants or Carrier Proteins for use in connection with the EGF Vaccine or other therapeutic cancer vaccines licensed from CIMAB. Once CIMAB demonstrates to TARCANTA and TARCANTA LTD.'s reasonable satisfaction that it is able to fully support the quantity requirements and to fully comply with the Applicable Laws, TARCANTA AND TARCANTA LTD. and TARCANTA shall increase its purchase their purchases of the Licensed Products for the Other Countries to the extent of CIMAB's ability to supply the Licensed Products. To the extent that TARCANTA or TARCANTA LTD. supplies the Licensed Products for sale in the Other Countries because CIMAB has not been able to manufacture sufficient quantities, or because CIMAB has not complied with the Applicable Laws, the Royalty payable to CIMAB on such Licensed Products shall be increased from [***] to [***] of Net Sales from the sale of such Licensed Products in the Other Countries.