OptiNose Equipment definition
Examples of OptiNose Equipment in a sentence
OptiNose shall be entitled to conduct audits and/or inspections of the Facility and/or the OptiNose Equipment to ensure that the Manufacturer complies with its duties and obligations under this Agreement [***] during business hours on reasonable, and, if OptiNose will require assistance from the Manufacturer in conducting such audit and/or inspection, not less than [***], and without unreasonably interfering with the Manufacturer’s operations.
The Manufacturer shall take all [***] steps necessary or appropriate to protect the OptiNose Equipment from loss or damage.
The Manufacturer shall keep correct books of account and records in respect of the OptiNose Equipment.
The Manufacturer shall not, at any time, create, grant, or suffer to exist, any liens, security interests, charges or other encumbrances whatsoever upon the OptiNose Equipment, other than any liens in favor of OptiNose, OptiNose creditors, and/or the manufacturers of the OptiNose Equipment.
In the event of any physical damage or loss suffered by the OptiNose Equipment, OptiNose agrees to diligently pursue any reasonably available insurance claim with respect to such loss, and that any proceeds thereof may be applied towards repair or replacement of the OptiNose Equipment, and will, net of any deductibles and resulting premium increases, reduce the Manufacturer’s liability to OptiNose (if any) related to such loss.
The Manufacturer shall receive and hold the OptiNose Equipment solely for the purpose of performing the services prescribed by and in accordance with the Supply Contract for and on behalf of OptiNose in accordance with the terms and conditions set out in the Supply Contract or other written instructions of OptiNose (the “Permitted Purpose”).
The Bailee represents and warrants that it has segregated (as applicable), tagged and marked the OptiNose Equipment for purposes of identifying it as the Customer’s property in accordance with the terms of the Bailment Agreement.
The Manufacturer shall use the same level of care, skill, prudence and diligence that a prudent person acting in a like capacity and familiar with such matters would use with respect to storage, use and maintenance and repair of the OptiNose Equipment.
Any storage of the OptiNose Equipment elsewhere by the Manufacturer without written authorization of OptiNose shall be deemed a violation of this Agreement and the Manufacturer shall be liable to OptiNose for any loss or damage to the OptiNose Equipment.
For the avoidance of doubt, OptiNose shall have no liability to the manufacturer in connection with the OptiNose Equipment not being available, for any reason, for such Other Manufacturing The Parties intend to settle and execute the Supply Contract on or before July 31, 2016.