Common use of Technical Dispute Resolution Clause in Contracts

Technical Dispute Resolution. In the event of a dispute (other than disputes in relation to the matters set out in Sections 6.1(b) and 12 .1) between the parties that is exclusively related to technical aspects of the manufacturing, packaging, labelling, quality control testing, handling, storage or other activities under this Agreement (a "TECHNICAL DISPUTE"), the parties shall make all reasonable efforts to resolve the dispute by amicable negotiations. In this regard, senior representatives of each party shall, as soon as practicable and in any event no later than 10 Business Days after a written request from either party to the other, meet in good faith to resolve any Technical Dispute. If, despite such meeting, the parties are unable to resolve a Technical Dispute within a reasonable time, and in any event within 30 Business Days of such written request, the Technical Dispute shall, at the request of either party, be referred for determination to an expert in accordance with the provisions of Schedule F. In the event that the parties cannot agree whether a dispute is a Technical Dispute, Section 12.1 shall prevail. For greater certainty, the parties agree that the release of the Products for sale or distribution pursuant to the applicable marketing approval for such Products shall not by itself indicate compliance by Patheon with its obligations in respect of the Manufacturing Services and further that nothing in this Agreement (including Schedule F) shall remove or limit the authority of the relevant qualified person (as specified by the Quality Agreement) to determine whether the Products are to be released for sale or distribution.

Appears in 1 contract

Samples: Manufacturing Services Agreement (Critical Therapeutics Inc)

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Technical Dispute Resolution. In the event of a dispute (other than disputes in relation to the matters set out in Sections 6.1(b) and 12 .112.1) between the parties that is exclusively related to technical aspects of the manufacturing, packaging, labelling, quality control testing, handling, storage or other activities under this Agreement or any Product Agreement (a "TECHNICAL DISPUTE"“Technical Dispute”), the parties shall make all reasonable efforts to resolve the dispute by amicable negotiations. In this regard, senior representatives of each party shall, as soon as practicable and in any event no later than 10 ten (10) Business Days after a written request from either party to the other, meet in good faith to resolve any Technical Dispute. If, despite such meeting, the parties are unable to resolve a Technical Dispute within a reasonable time, and in any event within 30 thirty (30) Business Days of such written request, the Technical Dispute shall, at the request of either party, be referred for determination to an expert in accordance with the provisions of Schedule F. Exhibit B. In the event that the parties cannot agree whether a dispute is a Technical Dispute, Section 12.1 shall prevail. For greater certainty, the parties agree that the release of the Products for sale or distribution pursuant to the applicable marketing approval for such Products shall not by itself indicate compliance by Patheon with its obligations in respect of the Manufacturing Services and further that nothing in this Agreement nor any Product Agreement (including Schedule FExhibit B (Technical Dispute Resolution)) shall remove or limit the authority of the relevant qualified person (as specified by the Quality Agreement) to determine whether the Products are to be released for sale or distribution.

Appears in 1 contract

Samples: Master Manufacturing Services Agreement (Avadel Pharmaceuticals PLC)

Technical Dispute Resolution. In the event of a dispute (other than disputes in relation to the matters set out in Sections 6.1(b5.8(b) and 12 .111.1) between the parties that is exclusively related to technical aspects of the manufacturing, packaging, labelling, quality control testing, handling, storage or other activities under this Agreement (a "TECHNICAL DISPUTETechnical Dispute"), the parties shall make all reasonable efforts to resolve the dispute by amicable negotiations. In this regard, senior representatives of each party shall, as soon as practicable and in any event no later than 10 [**] Business Days after a written request from either party to the other, meet in good faith to resolve any Technical Dispute. If, despite such meeting, the parties are unable to resolve a Technical Dispute within a reasonable time, and in any event within 30 [**] Business Days of such written request, the Technical Dispute shall, at the request of either party, be referred for determination to an expert in accordance with the provisions of Schedule F. In the event that the parties cannot agree whether a dispute is a Technical Dispute, Section 12.1 11.1 shall prevail. For greater certainty, the parties agree that the release of the Products for sale or distribution pursuant to the applicable marketing approval for such Products shall not by itself indicate compliance by Patheon with its obligations in respect of the Manufacturing Services and further that nothing in this Agreement (including Schedule F) other than the Technical Dispute Resolution provisions of this paragraph 11.2 shall remove or limit the authority of the parties' relevant qualified person persons for Product Release (as specified by the Quality Agreement) to determine whether the Products are to be released for sale or distribution.

Appears in 1 contract

Samples: Manufacturing Services Agreement (Sepracor Inc /De/)

Technical Dispute Resolution. In the event of a dispute (other than disputes in relation to the matters set out in Sections 6.1(b) and 12 .1) between the parties that is exclusively related to technical aspects of the manufacturing, packaging, labelling, quality control testing, handling, storage or other activities under this Agreement (a "TECHNICAL DISPUTE"), the parties shall make all reasonable efforts to resolve the dispute by amicable negotiations. In this regard, senior representatives of each party shall, as soon as practicable and in any event no later than 10 Business Days after a written request from either party to the other, meet in good faith to resolve any Technical Dispute. If, despite such meeting, the parties are unable to resolve a Technical Dispute within a reasonable time, and in any event within 30 Business Days of such written request, the Technical Dispute shall, at the request of either party, be referred for determination to an expert in accordance with the provisions of Schedule F. In the event that the parties cannot agree whether a dispute is a Technical Dispute, Section 12.1 shall prevail. For greater certainty, the parties agree that the release of the Products for sale or distribution pursuant to the applicable marketing approval for such Products shall not by itself indicate compliance by Patheon with its obligations in respect of the Manufacturing Services and further that nothing in this Agreement (including Schedule F) shall remove or limit the authority of the relevant qualified person (as specified by the Quality Agreement) to determine whether the Products are to be released for sale or distribution.. -29- <PAGE> ARTICLE 13 MISCELLANEOUS 13.1

Appears in 1 contract

Samples: Manufacturing Services Agreement

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Technical Dispute Resolution. In the event of a dispute (other than disputes in relation to the matters set out in Sections 6.1(b) and 12 .112.1) between the parties Parties that is exclusively related to technical aspects of the manufacturing, packaging, labelling, quality control testing, handling, storage or other activities under this Agreement (a "TECHNICAL DISPUTE"“Technical Dispute”), the parties Parties shall make all reasonable efforts to resolve the dispute by amicable negotiations. In this regard, senior representatives of each party Party shall, as soon as practicable and in any event no later than 10 Business Days [***] after a written request from either party Party to the other, meet in good faith to resolve any Technical Dispute. If, despite such meeting, the parties Parties are unable to resolve a Technical Dispute within a reasonable time, and in any event within 30 Business Days [***] of such written request, the Technical Dispute shall, at the request of either partyParty, be referred for determination to an expert in accordance with the provisions of Schedule F. In the event that the parties Parties cannot agree [***] Confidential treatment has been requested for portions of this exhibit. These portions have been omitted from this exhibit and have been filed separately with the Securities and Exchange Commission. whether a dispute is a Technical Dispute, the dispute shall be considered a commercial dispute and its resolution shall be governed by the terms of Section 12.1 shall prevailabove. For greater certainty, the parties Parties agree that the release of the Products for sale or distribution pursuant to the applicable marketing approval for such Products shall not by itself indicate compliance by Patheon with its obligations in respect of the Manufacturing Services and further that nothing in this Agreement (including Schedule F) shall remove or limit the authority of the relevant qualified person (as specified by the Quality AgreementAgreement(s)) to determine whether the Products are to be released for sale or distribution.

Appears in 1 contract

Samples: Manufacturing Services Agreement (Transcept Pharmaceuticals Inc)

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