Non-Conforming Orders Sample Clauses

Non-Conforming Orders i) Customer shall inform Company in writing, within thirty (30) days of receipt of Products under a particular purchase order (the “Review Period”), of any claims in which (a) there is a shortfall in the quantity of Products delivered, or (b) a delivered Product is Defective, provided that if a Defect in the Product could not reasonably be discovered by Customer within the Review Period (a “Latent Defect”), Customer shall provide Company with notice of such Latent Defect within thirty (30) days after discovering and confirming such Latent Defect (but in all cases within ninety (90) days of delivery' of the Product to Customer hereunder). Customer will return Defective Products to Company at Company’s expense. Provided that Customer complies with the obligations set forth above in this Section 3(f)(i): (1) in the event of a shortfall in the quantity of Products delivered under a purchase order, Company shall supply as soon as reasonably practicable, but no later than [30] days after receipt of the Products, to Customer any additional Products as is necessary to meet the quantity ordered under such purchase order; (2) in the event that more Products are delivered to Customer than ordered under a purchase order, Customer may elect either to (i) return to Company, at Company’s expense, any Products in excess of the quantity ordered, or (ii) accept any Products in excess of the quantity ordered as against future purchase orders of Products; and (3) in the event a Product is Defective, Company will honor the production warranty provisions as stated in Appendix B. ii) In the event Company or its supplier does not agree with Customer’s determination that Products are Defective, Company shall promptly notify Customer of its dispute. In such event, Customer shall promptly segregate the disputed Products (“Disputed Products”) from the undisputed Products and the Parties will attempt, in good faith, to resolve such dispute. If the Parties cannot resolve such dispute within fifteen (15) days, an independent, neutral, qualified expert that is reasonably acceptable to both Parties shall be asked to inspect and test the Disputed Products. If such expert finds that the Disputed Products are not Defective, Customer shall accept delivery of the Products and pay the fees related to such inspection and testing and shall pay for the Disputed Products in accordance with this Agreement. If such expert finds that the Disputed Products are Defective, Company shall comply with its o...

Non-Conforming Orders. Supplier will use reasonable commercial efforts to fill non-conforming purchase orders for Products in accordance with Distributor's requests.

Non-Conforming Orders. Medac will use reasonable commercial efforts to fill non-conforming purchase orders for Products in accordance with ERYtech Pharma’s requests.

Non-Conforming Orders. Licensee shall send to Licensor notice in writing or through electronic transmission regarding quantity discrepancies between ordered and delivered quantities with respect to any delivery of Clinical Supply and Licensor shall promptly deliver the replacement Clinical Supply to remedy the quantity discrepancies. Licensee shall send to Licensor notice in writing or through electronic transmission regarding Defects (as defined below) with respect to any delivery of Clinical Supply. In the event that Licensor has delivered any Clinical Supply that, as delivered, is not new unless otherwise specified in the applicable Purchase Order, is not free and clear of all liens and encumbrances of any kind, deviates from Manufacturing specifications agreed to by the Parties, was not Manufactured in accordance with Applicable Laws or any other requirements mutually agreed upon by the Parties (each deviation a “Defect”, and the Clinical Supply that is the subject of the Defect, a “Defective Clinical Supply”), Licensor shall, at its sole cost and expense, promptly repair or replace the Defective Clinical Supply or, if Licensor is unable or unwilling to do so, refund all amounts paid by Licensee for such Defective Clinical Supply. Licensee, or its designated representative, may inspect the Clinical Supply to determine whether Licensor has cured the defect. If both Parties decide that the Clinical Supply cannot be reworked or used, Licensor shall arrange, at its sole cost and expense, for all such Defective Clinical Supply to be picked up and destroyed in accordance with all Applicable Laws and deliver to Licensee a certificate of destruction signed by an authorized representative of Licensor.

Non-Conforming Orders. In the event that Supplier ships any product that fails to conform to the applicable Specifications or Purchase Schedule or this Agreement (including, but not limited to, with respect to quantity) or with any representation, warranty, or provision contained in this Agreement or any applicable Purchase Schedule (“Non-Conforming Products”), Supplier shall immediately replace such products with Products that conform with the foregoing at no cost to any Purchaser and shall pay any additional or incremental costs (e.g., expedited shipping costs) to expedite such replacement. Customer may also elect to replace Non- Conforming Products with products similar to the Products from any other source, in which event Supplier shall reimburse Customer for the amounts of such Non- Conforming Products paid by Customer and the difference between the negotiated price of the Products and the actual price paid by Customer to obtain the substitute products from a third party. If Supplier becomes aware that any of the intended Products may be Non-Conforming Products (including, but not limited to, by infestation, contamination, adulteration, the presence of pathogenic bacteria or viruses, or by becoming otherwise in violation of any Laws), Supplier shall immediately notify Customer via telephone, e-mail, or in other writing. Any inspection or other action by Customer shall not reduce or otherwise affect Supplier’s obligations hereunder, and Company shall have the right to conduct further inspections, including after Supplier has carried out any remedial actions.

Non-Conforming Orders medac will use reasonable commercial efforts to fill non-conforming purchase orders for Product in accordance with ERYtech Pharma’s requests. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ***Text Omitted and Filed Separately Confidential Treatment Requested Under 17 C.F.R. §§ 200.80(b)(4) and 230.406

Non-Conforming Orders. Subject to and in accordance with ICC’s standard operation procedure titled “Quality System Complaint Process”, which procedure and any amendments thereto shall be reviewed and approved by the Management Committee, Pure shall send to ICC any Deficiency Notice within *** after Pure’s customer’s receipt of the Product. In the event a Defect in the Product could not reasonably be discovered within this *** period (“Latent Defect”), Pure and its customers shall have the right to reject such Product within *** after discovering the Latent Defect. Upon receipt of a Deficiency Notice, and after review and acceptance by ICC under the terms of its “Quality System Complaint Process”, ICC shall, at its sole cost and expense: (a) replace the rejected Product with Product that is not Defective within *** , and (b) deliver such replacement Product to Pure or to Pure’s customer, as directed by Pure. ICC shall arrange, at its sole cost and *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. expense, for all such Defective Product to be picked up and destroyed in accordance with all Applicable Laws

Non-Conforming Orders