Supply Terms. 4.1 Since Entranet has made, or is making, distribution arrangements for Product with representatives in other countries, Distributor agrees that it shall not knowingly, directly or indirectly allow Product to be distributed for use in countries outside of the Territory without prior approval from Entranet.
4.2 All orders submitted by Distributor to Entranet are subject to acceptance by Entranet, to government restrictions and approval, and to allocations that may be necessary due to production capacity restrictions.
4.3 To assure a constant supply of the Product, Distributor shall stock a sufficient quantity of the Product to satisfy without delay the demands for it. To this end, Distributor shall place with Entranet timely and sufficient orders for the Product, taking into account the market demand, shipping time, and filling of the order by Entranet. Entranet shall supply and ship to Distributor as quickly as possible and always within twenty (20) days of receiving its purchase order with the amount of Product specified therein.
4.4 Distributor agrees to inspect the Product immediately upon delivery and to give notice by fax or email to Entranet within five working (5) days of such delivery of any matter of thing by reason whereof it alleges that the Product is not in good condition. If no such notice is served by the Distributor upon Entranet, the Product shall be deemed to be in accordance with this Agreement in all respects and the Distributor shall be deemed to have accepted the Product. If Distributor, having served notice on Entranet, demonstrates that the Product is not in good condition, Entranet shall at its option either replace the defective goods with Product complying with this Agreement or refund to the Distributor the price paid for defective Product. Should the Product demonstrates technical problems upon installation at a client by Distributor, Distributor is covered by the Product Guarantee and Entranet will replace such Product accordingly.
4.5 Product Guarantee/warranty terms can be found in Appendix 1 4.6 Distributor agrees to inform Manufacturer in writing three (3) months before the end of each calendar year of its estimated requirements of the Product for the following year.
Supply Terms. The parties will negotiate in good faith to establish definitive, commercially reasonable terms and conditions applicable to the commercial supply of Products by Corium to Agile (the “Supply Terms”). Such terms and conditions shall be appended to this Agreement as an exhibit, which shall become binding upon the parties’ mutual execution thereof, and shall apply to all subsequent orders of Products during the Term, unless expressly amended or otherwise agreed by the parties in writing. The parties hereby agree that the following minimum terms and conditions will apply to Corium’s supply of Products hereunder, and the Supply Terms shall include provisions that are consistent with each of the following.
Supply Terms. (f) of the DLC Agreement shall be amended by adding the following at the end of that section: “With each order, Agile will purchase a minimum of [*] of finished Product (which will have an estimated quantity of [*]). Following Product launch, Corium will maintain a minimum amount of raw material inventory to support the supply provisions described in Section 3.3(c). In the event Agile requires Corium to carry a stock of peripheral laminate material beyond the requirements of Section 3.3(c), Agile will issue separate orders for such peripheral laminate quantities and pay Corium on an “up front” basis to manufacture and maintain inventory of the peripheral laminate, which payments will be credited to Agile in Corium’s invoices for finished Product that incorporates such peripheral laminate, when the finished Product orders are filled.”
Supply Terms. Appointment as supplier. Some Products are distributed in certain countries by Microsoft Regional Sales Pte Ltd (“MRS”). Customer appoints MRS as the supplier of all such Products ordered directly from Microsoft under this Agreement. MRS is authorized by Microsoft to determine pricing and payment terms, place orders on behalf of Customer under the Agreement, and invoice Customer for the applicable Products (if Customer is eligible for invoicing). The terms of the Agreement will apply to each order. MRS has no obligations with respect to an order until Microsoft accepts it. MRS does not have authority to bind or impose any obligation or liability on the Microsoft entity that is a party to the Agreement.
Supply Terms. From the Effective Date until the effective date of the Supply Agreement, the terms of the Agreement (including, without limitation, Sections 4.1.5, 4.1.6, and 4.4) and this Exhibit D shall govern the manufacture and supply of Licensed Vaccines and Licensed Products; provided, however, that in the event of a conflict between this Exhibit D and the Agreement, the terms of the Agreement shall apply. The Parties shall use good faith efforts to enter into the Supply Agreement prior to the completion of the GlobeImmune Clinical Trial.
Supply Terms. (I) Subject to Section 7.3(a)(ii) below, Amgen shall supply Contributed Products to ViaCell and any Sublicensees in reasonable quantities, as requested by ViaCell or such Sublicensees from time to time.
(II) Amgen shall only be obligated to supply Contributed Products from readily available inventory on an as-available basis and in the filled and finished form of Amgen's existing inventory, and Amgen shall not, for any reason or under any circumstance, be obligated to manufacture Contributed Products for the purpose of supplying Contributed Products to ViaCell or any Sublicensees. Prior to the Transition Date, ViaCell shall pay Amgen [**] per vial of Flt3-L supplied, [**] per vial of SCF supplied, and for any other Contributed Products, a price to be agreed by the Parties prior to ViaCell accepting such product as a Contributed Product. After the Transition Date, ViaCell shall pay Amgen a price equal to [**]. [**] Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed with the Commission.
Supply Terms. 4.1 SINGULEX shall purchase its entire requirements of MPI PRODUCTS for use as set forth in Article 3 (scope of agreement) only from MPI or another AUTHORIZED IIPH AFFILIATE (jointly or separately hereinafter referred to as AUTHORIZED IIPH AFFILIATE). Vendors that are only authorized to supply MPI’s retail products for internal research use only are not authorized to supply MPI PRODUCTS to SINGULEX for resale or commercial use. MPI PRODUCTS will be supplied to SINGULEX according to the location in which such MPI PRODUCTS will be utilized, as set forth in Exhibit A (AUTHORIZED IIPH AFFILIATES). MPI and IIPH shall have the option to designate one or more different AUTHORIZED IIPH AFFILIATES, of which SINGULEX will be notified in accordance with paragraph 17.1 (notice requirements). In the event that no other AUTHORIZED IIPH AFFILIATE is able or willing to supply MPI PRODUCTS to SINGULEX, MPI shall supply MPI PRODUCTS to SINGULEX. Each AUTHORIZED IIPH AFFILIATE hereunder shall be required to follow the procedures and requirements set forth herein with respect to the supply of MPI PRODUCTS; and SINGULEX’s obligations hereunder with respect to purchases and orders of MPI PRODUCTS shall be due likewise in equal measure to each such AUTHORIZED IIPH AFFILIATE.
4.2 At SINGULEX’s option, MPI PRODUCTS will be supplied to SINGULEX in one UNIT per vial or in bulk (multiple UNITS per vial), according to the pricing set forth in Article 7 and Exhibit C (pricing).
4.3 SINGULEX shall provide the respective AUTHORIZED IIPH AFFILIATE with non-binding six-month forecasts of SINGULEX’s needs for MPI PRODUCTS. Such forecasts shall be used for planning purposes only, but may affect the shipment schedule as set forth in paragraph 8.1 (shipment date).
4.4 SINGULEX acknowledges that MPI PRODUCTS that are commercialized by MPI and its AFFILIATES primarily for research purposes may not be on the US Toxic Substances Control Act (TSCA) inventory. SINGULEX is responsible for complying with the requirements necessary for MPI and its AFFILIATES to maintain its exemption from Pre- Manufacture Notification (PMN) requirements under TSCA for MPI PRODUCTS or similar regulations or government controls in other jurisdictions. Nothing in this paragraph shall require MPI, IIPH, or its AFFILIATES to make any regulatory filings or supply any regulatory agency with any documentation other than those required for MPI and its AFFILIATES to sell MPI PRODUCTS for use as research reagents. SINGULEX shall ...
Supply Terms. The Parties, in consultation with the JSC, will establish the terms and conditions applicable to the supply of Compound and Collaboration Products by New River to Shire under this Article 6, and enter into an appropriate supply agreement with respect thereto containing terms and conditions consistent with the terms of this Agreement, including without limitation, this Article 6 and at a minimum those terms and conditions as set forth on Exhibit D, to the extent New River is able to obtain such terms from Third Party Manufacturers having used Diligent Efforts to do so.
Supply Terms. Licensee shall at all times be entitled to manufacture or source API from suppliers of its choice. Upon Licensee’s written request, Licensee may purchase all or part of its commercial requirements of API from Licensor at a cost plus price to be discussed and agreed upon by the Parties, subject to Licensor’s ability to deliver required amounts of API pursuant to the terms of a commercial supply agreement to be negotiated by the Parties.
Supply Terms. The following terms describe the Parties’ obligations concerning the purchase and sale of the Products:
