Common use of Recalls or Other Corrective Action Clause in Contracts

Recalls or Other Corrective Action. Depomed shall have sole responsibility for and shall make all decisions with respect to any recall (including recall of packaging and promotion materials), market withdrawals or any other corrective action related to the Product. Depomed shall promptly notify King of any such actions taken by Depomed, including all actions that are reasonably likely to result in a material adverse effect on the marketability of the Product in the Territory. At Depomed’s request, King shall provide assistance to Depomed in conducting such recall, market withdrawal or other corrective action (including retrieving Samples distributed by the King Sales Force to Professionals). With respect to any recall, market withdrawal or corrective action initiated by Depomed as a result of Depomed becoming aware of any manufacturing defect in Product (other than Product manufactured by King in accordance with Section 6.6), Depomed shall reimburse King for its reasonable, documented, direct, out-of-pocket costs incurred in connection with participating in such recall, market withdrawal or other corrective action provided that King’s breach of its obligations hereunder is not a material cause of the recall, market withdrawal or other corrective action. Except as set forth above, Depomed shall be under no liability whatsoever to compensate King or make any other payment to King for any decision to recall, initiate a market withdrawal or take any other corrective action with respect to the Product.

Recalls or Other Corrective Action. Depomed shall have sole responsibility for and shall make all decisions with respect to any recall (including recall of packaging and promotion materials), market withdrawals or any other corrective action related to the ProductProducts. Depomed shall promptly notify King of consult with Santarus with respect to any such actions proposed to be taken by DepomedDepomed (and in all events prior to the taking of such actions), including all actions that are reasonably likely to result in a material adverse effect on the marketability of the Product Products in the Territory. At Depomed’s request, King Santarus shall provide assistance to Depomed in conducting such recall, market withdrawal or other corrective action (including retrieving Samples distributed by the King Santarus Sales Force to Professionals). With respect to any recall, market withdrawal or corrective action initiated by Depomed as a result of Depomed becoming aware of any manufacturing defect in Product Products (other than Product Products manufactured by King Santarus in accordance with Section 6.6), Depomed shall reimburse King Santarus for its reasonable, documented, direct, out-of-pocket costs incurred in connection with participating in such recall, market withdrawal or other corrective action provided that King’s a breach of its obligations hereunder the provisions of this Agreement, or a violation of Legal Requirements, by Santarus is not a material cause of the recall, market withdrawal or other corrective action. Except as set forth above, but subject to Depomed’s indemnification obligations under Section 11.1, Depomed shall be under no liability whatsoever to compensate King Santarus or make any other payment to King Santarus for any decision to recall, initiate a market withdrawal or take any other corrective action with respect to the ProductProducts, unless such actions results from a breach of the provisions of this Agreement or a violation of Legal Requirements by Depomed.