Common use of Failure to Take Delivery Clause in Contracts

Failure to Take Delivery. If Client fails to take delivery of any Product and/or Packaged Product on any scheduled delivery date, then, beginning […***…] days after the scheduled delivery date, Client shall be invoiced on the first day of the subsequent month for the stored Product and/or Packaged Product and the first day of each subsequent month for reasonable administration and storage costs. For each such Batch of undelivered Product and/or Packaged Product, Client agrees that: (A) Client has made a fixed commitment to purchase such Product and/or Packaged Product, (B) title and risk of loss for such Product and/or Packaged Product passes to Client, (C) such Product and/or Packaged Product shall be on a xxxx and hold basis for legitimate business purposes, (D) if no delivery date is determined at the time of billing, Catalent shall have the right to ship the Product and/or Packaged Product to Client within one month after billing, and (E) Client will be responsible for any decrease in market value of such Product and/or Packaged Product that relates to factors and circumstances outside of Catalent’s control. Within […***…] days following a written request from Catalent, Client shall provide Catalent with a letter confirming items (A) through (E) of this Section for each Batch of stored Product and/or Packaged Product. 9 ***Confidential Treatment Requested

Failure to Take Delivery. If Client fails to take delivery of any Product and/or Packaged Product on any scheduled delivery date, then, beginning […***…] days after the scheduled delivery date, Client shall be invoiced on the first day of the subsequent month for the stored Product and/or Packaged Product and the first day of each subsequent month for reasonable administration and storage costs. For each such Batch of undelivered Product and/or Packaged Product, Client agrees that: (A) Client has made a fixed commitment to purchase such Product and/or Packaged Product, (B) title and risk of loss for such Product and/or Packaged Product passes to Client, (C) such Product and/or Packaged Product shall be on a xxxx and hold basis for legitimate business purposes, (D) if no delivery date is determined at the time of billing, Catalent shall have the right to ship the Product and/or Packaged Product to Client within one month after billing, and (E) Client will be responsible for any decrease in market value of such Product and/or Packaged Product that relates to factors and circumstances outside of Catalent’s control. Within […***…] days following a written request from Catalent, Client shall provide Catalent with a letter confirming items (A) through (E) of this Section for each Batch of stored Product and/or Packaged Product. 9 ***Confidential Treatment Requested.