Raw Materials Procurement Sample Clauses

Raw Materials Procurement. OraPharma shall be responsible for ------------------------- providing, at no cost to AAI, all cyclomethicone required to manufacture Products under this Agreement. In addition, OraPharma has contracted with third parties for the supply of certain other raw materials required for the manufacture of the Product and will provide AAI the authority to purchase such raw materials under supply agreements between OraPharma and such third party vendors. AAI shall place purchase orders with raw material suppliers approved by OraPharma for those raw materials required to manufacture the Product. Such purchase orders will be placed in a timely fashion as to allow AAI to have sufficient quantities of such raw materials to produce Product in accordance with Article 3.03; provided, however, that firm purchase orders are placed in a timely manner as provided in this Agreement to allow for the manufacture of Product according to the launch forecast provided in Article 3.02.

Raw Materials Procurement. Neither Nektar nor any of its Affiliates has entered into or made, or will enter into or make, any arrangement or agreement with any Third Party that restricts or prohibits Amgen or one or more of its Affiliates from obtaining Raw Materials directly or indirectly from Third Parties.

Raw Materials Procurement. (a) Supplier shall order sufficient quantities of all raw materials required to manufacture the Products ("Product Materials") to enable Supplier to manufacture and deliver Products in accordance with Owlet's Purchase Orders. The costs of all such Product Materials shall be included in the purchase price for the Products set forth on Exhibit B. To the extent that Supplier purchases Product Materials for the purpose of manufacturing the Products in accordance with Owlet's Purchase Orders, Owlet shall reimburse Supplier in full for such Product Materials that (a) were purchased but unused as a result of subsequent changes to such Purchase Orders approved pursuant to Section 2.2 and that Supplier is unable to use for subsequent manufacturing or packaging of the Products, and (b) included in non-cancellable orders of Long Lead-Time Product Materials and that Supplier is unable to use for subsequent manufacturing or packaging of the Products (the "Obsolescence Charge"). The calculation of the Obsolescence Charge shall be made by Supplier once every second calendar quarter and shall be limited to inventories of Product Materials required to manufacture the quantities of Products in outstanding Purchase orders and Long Lead-time Material Purchase Authorizations For the avoidance of doubt, in the event Supplier orders quantities of Product Materials beyond the quantities reasonably required to manufacture and deliver Product in accordance with Owlet's Purchase Orders and Long Lead-time Material Purchase Authorizations, the cost of such excess Product Materials will not be included in the Obsolescence Charge. (b) To the extent Owlet has negotiated pricing for certain Product Materials and the applicable vendor has agreed to extend such pricing to Owlet's designees, Owlet shall notify Supplier, and Supplier may purchase such Product Materials directly from the specified vendor at the pricing negotiated by Owlet. Supplier acknowledges and agrees that Supplier will inspect the incoming materials which are provided by Owlet nominated-Supplier according to Supplier’s own IQC procedure and standard. (a) Owlet makes no representations or warranties regarding such Product Material vendors; (b) Owlet does not assume any responsibility or liability for any acts or omissions of such vendors or their agents, and (c) Owlet shall not be liable for any loss of any kind that occurs with respect to any order or purchase of Product Materials by Supplier from such vendors.