Common use of Non- or late Deliveries Clause in Contracts

Non- or late Deliveries. In the event that CPL is unable to provide Delivery of the Product on or before a date of Delivery specified in the applicable Purchase Order, CPL shall notify OptiNose of such delay and provide the revised date for Delivery. If CPL fails to Deliver the Product in the quantities ordered in any accepted Purchase Order within [***] ([***]) business days of the date specified in such Purchase Order, for reasons other than Force Majeure, then in addition to, and without waiver or limitation of any of its other rights hereunder, at law or in equity, OptiNose shall be entitled to a discount of [***] percent ([***]%) off the price of the late-delivered Product for each week that Delivery is delayed (retroactive to the first day of such delay) up to a maximum discount of [***] percent ([***]%). The adjusted price for the Product shall be reflected by CPL in its invoice. However, if CPL fails, for any reason other than Force Majeure lasting more than [***] ([***]) calendar days, to Deliver Product pursuant to an accepted Purchase Order in accordance with its terms, in addition to, and without waiver or limitation of any of its other rights hereunder, at law or in equity, such failure shall constitute a Supply Failure pursuant to Section 2.11, and OptiNose may elect to cancel such Purchase Order and order the Product from the unfulfilled Purchase Order from a Back-up Supplier, as provided in Section 2.11 below. [***] 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.

Non- or late Deliveries. In the event that CPL VTM is unable to provide Delivery of the Product on or before make delivery by a ready to ship date of Delivery specified in the applicable Purchase Order, CPL VTM shall immediately notify OptiNose (and any designee of OptiNose) of such delay and provide the revised date of availability for Deliverythe shipment. If CPL VTM fails to Deliver deliver the Product DSAs in the quantities ordered in any accepted Purchase Order within [***] ([***]) business days of the date specified in such Purchase Order, for reasons other than Force Majeure, then in addition to, and without waiver or limitation of any of its other rights hereunder, at law or in equity, OptiNose in all instances VTM shall be entitled to a discount of use [***] percent (to timely deliver DSAs even if there were prior delays in the OptiNose Components due to [***]%) off the price . If shipment of the late-delivered Product for each week that Delivery is delayed (retroactive to the first day of such delay) up to a maximum discount of [***] percent ([***]%). The adjusted price for the Product shall be reflected by CPL in its invoice. However, if CPL fails, for any reason other than Force Majeure lasting more than [***] ([***]) calendar days, to Deliver Product late from the most recent agreed upon shipping date pursuant to an accepted Purchase Order in accordance with its terms, in addition to, and without waiver or limitation of any of its other rights hereunder, at law or in equity, such failure shall constitute a Supply Failure pursuant to Section 2.11, and OptiNose may elect to cancel such Purchase Order and order the Product from the unfulfilled Purchase Order from a Back-up Supplier, as provided in Section 2.11 below. [***] 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. accepted Purchase Order, then promptly following OPN’s written request for expedited shipping, VTM shall be responsible for the cost of such expedited shipping over and above standard shipping costs for that shipment, but only if the reason for such expedited shipping is attributable to a cause within VTM’s reasonable control. In the event that there is an actual or anticipated delay in shipping beyond [***] or other project delay due to events within VTM’s control, OPN may request an immediate escalation of the issue to VTM’s senior management at the subsidiary level (e.g., Vice-President, Precision Plastics), and failing resolution of the issue in [***], to Flex’s senior management at the corporate level (e.g., President, Medical Segment). Failing resolution at such point, the matter shall be further escalated pursuant to Exhibit D attached hereto after each [***] period.

Non- or late Deliveries. In the event that CPL VTM is unable to provide Delivery of the Product on or before make delivery by a ready to ship date of Delivery specified in the applicable Purchase Order, CPL VTM shall immediately notify OptiNose (and any designee of OptiNose) of such delay and provide the revised date of availability for Deliverythe shipment. If CPL VTM fails to Deliver deliver the Product DSAs in the quantities ordered in any accepted Purchase Order within [***] ([***]) business days of the date specified in such Purchase Order, for reasons other than Force Majeure, then in addition to, and without waiver or limitation of any of its other rights hereunder, at law or in equity, OptiNose in all instances VTM shall be entitled to a discount of use [***] percent (to timely deliver DSAs even if there were prior delays in the OptiNose Components due to [***]%) off the price . If shipment of the late-delivered Product for each week that Delivery is delayed (retroactive to the first day of such delay) up to a maximum discount of [***] percent ([***]%). The adjusted price for the Product shall be reflected by CPL in its invoice. However, if CPL fails, for any reason other than Force Majeure lasting more than [***] ([***]) calendar days, to Deliver Product late from the most recent agreed upon shipping date pursuant to an accepted Purchase Order in accordance with its terms, in addition to, and without waiver or limitation of any of its other rights hereunder, at law or in equity, such failure shall constitute a Supply Failure pursuant to Section 2.11, and OptiNose may elect to cancel such Purchase Order and order the Product from the unfulfilled Purchase Order from a Back-up Supplier, as provided in Section 2.11 below. 10 [***] 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.. accepted Purchase Order, then promptly following OPN’s written request for expedited shipping, VTM shall be responsible for the cost of such expedited shipping over and above standard shipping costs for that shipment, but only if the reason for such expedited shipping is attributable to a cause within VTM’s reasonable control. In the event that there is an actual or anticipated delay in shipping beyond [***] or other project delay due to events within VTM’s control, OPN may request an immediate escalation of the issue to VTM’s senior management at the subsidiary level (e.g., Vice-President, Precision Plastics), and failing resolution of the issue in [***], to Flex’s senior management at the corporate level (e.g., President, Medical Segment). Failing resolution at such point, the matter shall be further escalated pursuant to Exhibit D attached hereto after each [***] period. Section 2.12