Negative Recovery Event means the issuance or coming into effect of any Order or other applicable Law that disallows, denies or precludes (or has the effect of disallowing, denying or precluding) the full and complete recovery by Buyer from its customers of any payment made or to be made by Buyer under this Agreement or any cost or expense incurred or to be incurred by Buyer (including the cost of replacement Products) arising out of or in connection with this Agreement.