Common use of Orders for Products; Terms of Sale Clause in Contracts

Orders for Products; Terms of Sale. AstraZeneca shall have the sole responsibility and right to fill orders with respect to Co-Promoted Products. Targacept shall not take orders for Co-Promoted Products, but if for any reason Targacept should receive sales orders for Co-Promoted Products, Targacept shall promptly forward such orders to AstraZeneca. All orders for Co-Promoted Products shall be subject to AstraZeneca’s acceptance, in its sole discretion. AstraZeneca may cancel any order for Co-Promoted Products, or any part thereof, at any time after acceptance without thereby incurring any liability to Targacept. AstraZeneca shall be solely responsible for responding to requests from physicians for individual patients who need the Co-Promoted Products but are unable to afford it. Any such request received by Targacept should originate from the patient’s physician and be forwarded to AstraZeneca for processing in accordance with AstraZeneca’s procedures. AstraZeneca shall have the sole right and responsibility for establishing and modifying the terms and conditions of the sale of Co-Promoted Products, including the price at which each Co-Promoted Product will be sold, whether each Co-Promoted Product will be subject to any trade or quantity discounts, whether any discount will be provided for payments on accounts receivable, whether each Co-Promoted Product will be subject to rebates, returns and allowances or retroactive price reductions, the channels of distribution of each Co-Promoted Product, and whether credit is to be granted or refused in connection with the sale of each Co-Promoted Product.

Orders for Products; Terms of Sale. AstraZeneca Sanofi shall have the sole responsibility and right to fill orders with respect to the Co-Promoted ProductsPromotion Product(s). Targacept MyoKardia shall not take orders for the Co-Promoted ProductsPromotion Product(s), but if for any reason Targacept MyoKardia should receive sales orders for the Co-Promoted ProductsPromotion Product(s), Targacept MyoKardia shall promptly forward such orders to AstraZenecaSanofi. All orders for Co-Promoted Products Promotion Product(s) shall be subject to AstraZenecaSanofi’s acceptance, in its sole discretion. AstraZeneca Sanofi may cancel any order for Co-Promoted ProductsPromotion Product(s), or any part thereof, at any time after acceptance without thereby incurring any liability to TargaceptMyoKardia. AstraZeneca Sanofi shall be solely responsible for responding to requests from physicians for individual patients who need the Co-Promoted Products Promotion Product(s) but are unable to afford it. Any such request received by Targacept MyoKardia should originate from the patient’s physician and be forwarded to AstraZeneca Sanofi for processing in accordance with AstraZenecaSanofi’s procedures. AstraZeneca Sanofi shall have the sole right and responsibility for establishing and modifying the terms and conditions of the sale of the Co-Promoted ProductsPromotion Product(s), including the price at which each the Co-Promoted Product Promotion Product(s) will be sold, whether each the Co-Promoted Product Promotion Product(s) will be subject to any trade or quantity discounts, whether any discount will be provided for payments on accounts receivable, whether each the Co-Promoted Product Promotion Product(s) will be subject to rebates, returns and allowances or retroactive price reductions, the channels of distribution of each the Co-Promoted ProductPromotion Product(s), and whether credit is to be granted or refused in connection with the sale of each the Co-Promoted ProductPromotion Product(s).

Orders for Products; Terms of Sale. AstraZeneca shall have the sole responsibility and right to fill orders with respect to Co-Promoted ProductsProduct(s). Targacept shall not take orders for Co-Promoted ProductsProduct(s), but if for any reason Targacept should receive sales orders for Co-Promoted ProductsProduct(s), Targacept shall promptly forward such orders to AstraZeneca. All orders for Co-Promoted Products Product(s) shall be subject to AstraZeneca’s acceptance, in its sole discretion. AstraZeneca may cancel any order for Co-Promoted ProductsProduct(s), or any part thereof, at any time after acceptance without thereby incurring any liability to Targacept. AstraZeneca shall be solely responsible for responding to requests from physicians for individual patients who need the Co-Promoted Products Product(s) but are unable to afford it. Any such request received by Targacept should originate from the patient’s physician and be forwarded to AstraZeneca for processing in accordance with AstraZeneca’s procedures. AstraZeneca shall have the sole right and responsibility for establishing and modifying the terms and conditions of the sale of Co-Promoted ProductsProduct(s), including the price at which each Co-Promoted Product will be sold, whether each Co-Promoted Product will be subject to any trade or quantity discounts, whether any discount will be provided for payments on accounts receivable, whether each Co-Promoted Product will be subject to rebates, returns and allowances or retroactive price reductions, the channels of distribution of each Co-Promoted Product, and whether credit is to be granted or refused in connection with the sale of each Co-Promoted Product.