Pass-Through Expenses. The Parties agree to cooperate and use commercially reasonable efforts to obtain any necessary consents required under any existing Contract with a Third Party to allow Producer to perform its obligations hereunder; provided that Producer and its Affiliates shall not be required to pay any fee or other amount in respect of any such consent. Any costs and expenses incurred by any Party in connection with obtaining any such consent that is required to allow Producer to perform its obligations hereunder shall be borne by Purchaser; provided that no such costs or expenses shall be payable by Purchaser unless approved in advance in writing by Purchaser.
Appears in 6 contracts
Samples: Transition Manufacturing and Supply Agreement (Zimmer Biomet Holdings, Inc.), Reverse Transition Manufacturing and Supply Agreement (ZimVie Inc.), Reverse Transition Manufacturing and Supply Agreement (Zimmer Biomet Holdings, Inc.)
Pass-Through Expenses. The Parties agree to cooperate and use commercially reasonable efforts to obtain any necessary consents Consents required under any existing Contract with a Third Party to allow Producer to perform its obligations hereunder; provided that Producer and its Affiliates shall not be required to pay any fee or other amount in respect of any such consentConsent. Any costs and expenses incurred by any Party in connection with obtaining any such consent Consent that is required to allow Producer to perform its obligations hereunder shall be borne by Purchaser; provided that no such costs or expenses shall be payable by Purchaser unless approved in advance in writing by Purchaser.
Appears in 2 contracts
Samples: Manufacturing and Supply Agreement (Baxalta Inc), Manufacturing and Supply Agreement (Baxalta Inc)