Common use of Obligations of Novartis Clause in Contracts

Obligations of Novartis. In accordance with the provisions of this Agreement and all applicable laws and regulations, Novartis shall, at its cost and expense, (a) use commercially reasonable efforts to perform or cause to be performed all Product manufacture, labeling, packaging, warehousing, distribution, order entry, customer services and all other activities to supply and distribute the Product in order to fill all orders generated by Reliant activities hereunder in a timely and efficient manner, and (b) maintain Product inventory at levels sufficient to satisfy at least one hundred percent (100%) of the annual Net Sales forecast set forth on Exhibit 1 for Agreement Year 2005 and the annual Net Sales forecasts developed by Novartis for each Agreement Year thereafter, plus a “safety stock” at levels comparable to other Novartis products, but in any event no less than a [***] supply based on the then current Net Sales forecast. Prior to Agreement Year 2006, should demand for the Product either fall short of or exceed the parties’ joint forecast, neither party will be responsible to compensate the other in any way for such shortfall or excess, except as provided in Article VI. From and after Agreement Year 2006 should demand for the Product either fall short of or exceed the then current Net Sales forecast, neither party will be responsible to compensate the other [***]: 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. in any way for such shortfall or excess, except as provided in Article VI. However, should Novartis encounter supply problems which cause the Product to remain on backorder for [***], upon written notice from Reliant, the Term shall be extended for a period of time equal to the period of sustained backorder and Reliant shall not be responsible for any shortfall which may arise during the period of sustained backorder or as a direct result thereof. Novartis shall accept all orders for the Product in conformity with the pricing determined by Novartis pursuant to Article 5.6, subject to Novartis’ standard sales term and conditions. Such standard sales terms and conditions in effect as of the Effective Date are attached to this Agreement as Schedule 5.1, and any modifications thereto shall be delivered to Reliant promptly, and in any event not less than fifteen (15) days prior to effectiveness of such modifications. Novartis shall promptly provide Reliant with written notice in the event that its supply of “safety stock” of the Product falls below the levels required by this Article 5.1.

Obligations of Novartis. In accordance with the provisions of this Agreement and all applicable laws and regulations, Novartis shall, at its cost and expense, (a) use commercially reasonable efforts to perform or cause to be performed all Product manufacture, labeling, packaging, warehousing, distribution, order entry, customer services and all other activities to supply and distribute the Product in order to fill all orders generated by Reliant activities hereunder in a timely and efficient manner, and (b) maintain Product inventory at levels sufficient to satisfy at least one hundred percent (100%) of the annual Net Sales forecast set forth on Exhibit 1 for Agreement Year 2005 and the annual Net Sales forecasts developed by Novartis for each Agreement Year thereafter, plus a “safety stock” at levels comparable to other Novartis products, but in any event no less than a [***] supply based on the then current Net Sales forecast. Prior to Agreement Year 2006, should demand for the Product either fall short of or exceed the parties’ joint forecast, neither party will be responsible to compensate the other in any way for such shortfall or excess, except as provided in Article VI. From and after Agreement Year 2006 should demand for the Product either fall short of or exceed the then current Net Sales forecast, neither party will be responsible to compensate the other [***]: 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. in any way for such shortfall or excess, except as provided in Article VI. However, should Novartis encounter supply problems which cause the Product to remain on backorder for [***], upon written notice from Reliant, the Term shall be extended for a period of time equal to the period of sustained backorder and Reliant shall not be responsible for any shortfall which may arise during the period of sustained backorder or as a direct result thereof. Novartis shall accept all orders for the Product in conformity with the pricing determined by Novartis pursuant to Article 5.6, subject to Novartis’ standard sales term and conditions. Such standard sales terms and conditions in effect as of the Effective Date are attached to this Agreement as Schedule 5.1, and any modifications thereto shall be [***]: 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. delivered to Reliant promptly, and in any event not less than fifteen (15) days prior to effectiveness of such modifications. Novartis shall promptly provide Reliant with written notice in the event that its supply of “safety stock” of the Product falls below the levels required by this Article 5.1.

Obligations of Novartis. In accordance with the provisions of this Agreement and all applicable laws and regulations, Novartis shall, at its cost and expense, (a) use commercially reasonable efforts to perform or cause to be performed all Product manufacture, labeling, packaging, warehousing, distribution, order entry, customer services and all other activities to supply and distribute the Product in order to fill all orders generated by Reliant activities hereunder in a timely and efficient manner, and (b) maintain Product inventory at levels sufficient to satisfy at least one hundred percent (100%) [***] of the annual Net Sales forecast set forth on Exhibit 1 for Agreement Year 2005 and the annual Net Sales forecasts developed by Novartis for each Agreement Year thereafter, plus a “safety stock” at levels comparable to other Novartis products, but in any event no less than a [***] supply based on the then current Net Sales forecast. Prior to Agreement Year 2006, should demand for the Product either fall short of or exceed the parties’ joint forecast, neither party will be responsible to compensate the other in any way for such shortfall or excess, except as provided in Article VI. From and after Agreement Year 2006 should demand for the Product either fall short of or exceed the then current Net Sales forecast, neither party will be responsible to compensate the other [***]: 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. in any way for such shortfall or excess, except as provided in Article VI. However, should Novartis encounter supply problems which cause the Product to remain on backorder for [***], upon written notice from Reliant, the Term shall be extended for a period of time equal to the period of sustained backorder and Reliant shall not be responsible for any shortfall which may arise during the period of sustained backorder or as a direct result thereof. Novartis shall accept all orders for the Product in conformity with the pricing determined by Novartis pursuant to Article 5.6, subject to Novartis’ standard sales term and conditions. Such standard sales terms and conditions in effect as of the Effective Date are attached to this Agreement as Schedule 5.1, and any modifications thereto shall be [***]: 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. delivered to Reliant promptly, and in any event not less than fifteen (15) days prior to effectiveness of such modifications. Novartis shall promptly provide Reliant with written notice in the event that its supply of “safety stock” of the Product falls below the levels required by this Article 5.1.