Shortage of Supply. (a) The Company shall notify ERS: (i) as promptly as possible, but in no event more than ten days after the Company's receipt of a firm order from ERS as provided in Section 8.4, or (ii) immediately upon becoming aware that the Company is unable to supply the quantity of API to ERS that the Company is required to supply hereunder, if the Company is unable to supply such quantities of API. In such event, the Company shall implement all commercially reasonable efforts to remedy such shortage, including through the use of Third Party Manufacturers for all or a portion of such quantities of API, as determined are necessary by the JMC.
Shortage of Supply. Angioblast shall promptly notify the JSC of any occurrence of which it becomes aware that it expects will result in a likely shortage or prevent Angioblast from providing on-time delivery of quantities of the Products ordered by Cephalon and accepted by Angioblast in accordance with the terms and conditions of this ARTICLE VII or the Supply Agreement. In such event, the JSC shall immediately establish a joint manufacturing subcommittee with an equal number of senior manufacturing personnel from each Party (“JMC”) to address the issue, including locating one or more alternative suppliers or manufacturing sites to increase production and identifying other actions necessary to resolve the issue. The JMC shall determine appropriate measures to prevent any shortage of supply and shall promptly implement such measures. In any such event Angioblast shall allocate the quantities of such Product that Angioblast has in inventory, and that Angioblast is able to produce, on a reasonable worldwide basis (based upon sales history and realistic forecasted demand), so that Cephalon receives its portion. In any event, both Parties agree to respond with the level of speed and diligence commensurate with the severity of the problem.
Shortage of Supply. If CAMBREX is unable, or anticipates that it will not be able, to supply RAPTOR’s requirements for the API in accordance with Section 2.3 above (a “Shortage [***] = CERTAIN CONFIDENTIAL INFORMATION OMITTED EXECUTION COPY of Supply”), CAMBREX shall immediately notify RAPTOR in writing of the same, and shall include in such notice its best estimate of the duration of the delay. CAMBREX shall, at its own cost, use commercially reasonable efforts to remedy any Shortage of Supply and resume supplying API meeting the requirements of this Agreement to RAPTOR as soon as possible. In addition to the foregoing measures, if CAMBREX is unable to supply RAPTOR’s requirements of API, CAMBREX shall allocate the quantities of the API that CAMBREX has in inventory, and that CAMBREX is able to produce, on a reasonable worldwide basis (based upon sales history and realistic forecasted demand). [***] In the event of a Shortage of Supply exceeding [***], in addition to any other rights or remedies that RAPTOR may have under this Agreement, or at law or in equity, RAPTOR shall be relieved from its obligations to purchase any quantities of API identified in any outstanding Purchase Order.
Shortage of Supply. If BACHEM is unable, or anticipates that it will not be able, to supply XERIS’s requirements for the API in accordance with Sections 2.2 and 2.3 above fa “Shortage of Supply”). BACHEM shall notify XERIS in writing of the same within [***] of receipt of applicable Purchase Orders, Rolling Forecast or determination that a Shortage of Supply will exist, and shall include in such notice its best estimate of the duration of the delay, the reasons for the delay, and whether the reason impacts the validated state of the process. BACHEM shall, at its own cost, use commercially reasonable efforts to remedy any Shortage of Supply and resume supplying API meeting the requirements of this Agreement to XERIS as soon as possible. In addition to the foregoing measures, if BACHEM is unable to supply XERIS’s requirements of API, BACHEM shall allocate the quantities of the API that BACHEM has in inventory, and that BACHEM is able to produce, on a reasonable worldwide basis (based upon sales history and realistic forecasted demand). In the event of a Shortage of Supply exceeding [***] ([***]%), in addition to any other rights or remedies that XERIS may have under this Agreement, or at law or in equity, XERIS shall be relieved from its obligations to purchase any quantities of API identified in any outstanding Purchase Order, Calendar Year Forecast or Rolling Forecast.
Shortage of Supply. If, at any time during the Term of this Agreement, Supplier (i) supplies Licensed Adjuvants to one or more Third Parties (as defined in the LCA) in addition to Purchaser and (ii) Supplier does not have the capacity to supply all purchasers of Licensed Adjuvants with the quantity of Licensed Adjuvants ordered by each such purchaser, Supplier shall deliver to Purchaser a percentage of all Licensed Adjuvants in Supplier’s supply equal to [* * *] divided by [* * *]; provided, however that during the first two (2) years after the first Firm Order placed by Purchaser under this Agreement, Supplier shall always fulfill Purchaser’s Firm Order for Licensed Adjuvants in full (or to the maximum extent possible) prior to fulfilling the orders of any other purchaser. Supplier shall, at all times during the Term of this Agreement, possess a supply of Licensed Adjuvants in an amount more than or equal to the quantity of Licensed Adjuvants set forth in the preceding Binding Forecast.
Shortage of Supply. In the event that Hospira is unable to manufacture the Product in accordance with Theravance’s Purchase Orders, Hospira shall notify Theravance within [***]. If the inability is not: (a) caused by an event of force majeure; (b) attributable in whole or in part to Theravance’s acts or omissions or breach of its obligations under this Agreement; or (c) attributable in whole or in part to Hospira’s Component suppliers’ acts or omissions, then Hospira shall undertake all commercially reasonable measures to minimize any possible shortage of Product to Theravance as a result of its manufacturing issues. If Hospira cannot undertake such measures promptly, then either party may request that the Project Managers convene a meeting to discuss possible remedial action. For any Commercial Year where Hospira is unable to supply Product for a Firm Order Period, Theravance shall have no Minimum Purchase Requirement in that Commercial Year and shall be entitled to source all of its requirements for Product from Alternate Suppliers during the period of time that Hospira remains unable to supply. ***CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
Shortage of Supply. In the event that Roche is unable to manufacture sufficient quantities of a Licensed Product to satisfy worldwide demand, then the JSC shall (a) determine what quantity of such Licensed Product shall be allocated to the Clinical Trials then on-going to obtain Regulatory Approval and (b) allocate the remaining available Licensed Product [*], subject to any limitations imposed by regulatory requirements.
Shortage of Supply. (a) Inspire shall notify Santen: (i) as promptly as possible, but in no event more than 30 days after Inspire's receipt of a firm order from Santen as provided in Section 8.3, or (ii) immediately upon becoming aware of an event of force majeure under Section 13 or any other event that would render Inspire unable to supply the quantity of Compound to Santen that Inspire is required to supply hereunder, if Inspire is unable to supply such quantities of Compound. In such event, Inspire shall implement all reasonable measures to remedy such shortage.
Shortage of Supply. 5.10.1 medac shall notify DUSA: (i) as promptly as possible, but in no event more than [ * ] after medac's receipt of a firm order from DUSA as provided in Section5.5, or (ii) immediately upon becoming aware of an event of Force Majeure under Section 12 or any other event that would render medac unable to supply the quantity of Product to DUSA that medac is required to supply hereunder, if medac is unable to supply such quantities of Product. In such event, medac shall [ * ] to remedy such shortage.
Shortage of Supply. In the event Tesla has reason to believe that delivery of any Products may not be made in strict conformity with the applicable delivery schedules set forth in one or more Contract Documents, whether due to force majeure or otherwise, Tesla shall immediately notify Toyota setting forth the cause for the anticipated delay. Any oral communication shall be immediately confirmed in writing. During the period of any delay, Tesla shall use commercially reasonable efforts to allocate supplies of all Products to Toyota on a pro rata basis with Tesla’s other customers. [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. Confidential Treatment Requested by Tesla Motors, Inc.
