Supply Interruption. A “Supply Interruption” shall be deemed to have occurred if Ampio has not received ordered Product for more than sixty (60) days past the scheduled and agreed upon due delivery date (“Due Delivery Date”) and Ampio holds no saleable stock of the Product after attempting to maintain at least four (4) months of sealable stock through binding orders made pursuant to Section 4.3 (subject to Ethypharm’s delivery thereof), unless such Supply Interruption is caused by (a) a delay due to a shortage in supply of usable active pharmaceutical ingredient or any other manufacturing material supplied by a third party through no fault of Ethypharm, (b) a material breach of this Agreement by Ampio for which Ethypharm has provided written notice thereof to Ampio or (c) a Force Majeure Event. During a Supply Interruption, Ampio, shall be entitled to claim from Ethypharm a penalty of one per cent (1%) of the amount of the late deliveries value of Product from the third week of delay, per each week of delay. The total amount of penalty to be paid by Ethypharm shall not exceed twenty per cent (20%) of the late deliveries value of Bulk Product not delivered. Such payment shall be made to Ampio within thirty (30) days date of Ampio’s invoice. Notwithstanding the other provisions of * Confidential Information indicated by [***] has been omitted from this filing and filed separately with the Securities and Exchange Commission. this Agreement, if a Supply Interruption lasts for more than three (3) months, Ampio shall be permitted, at its discretion, (i) to require Ethypharm to use a different supplier for the Product, once Ampio has provided reasonable notice to Ethypharm of such requirement and/or (ii) to thereafter purchase some or all of its requirement for the Product from a third party of its choosing and Ethypharm shall grant all necessary licenses and provide all necessary and reasonable cooperation to effect such transfer to the new manufacturing site, on conditions to be agreed in writing by the Parties and subject to appropriate confidentiality agreements being entered into by such third party.
Supply Interruption. CPL will notify CryoLife and SMI immediately in writing upon becoming aware of any supply shortage, or other interruption or potential interruption in the supply of any material, component, or sub-assembly, in each case as it relates to CPL Products, which notice shall include the quantity of such material or component ordered by CPL, name of the distributor and any additional information CPL may have concerning the reasons for the supply interruption and the steps being taken to cure such interruption. In addition, if reasonably requested in writing by CryoLife, CPL agrees to confirm within twenty (20) days that CPL is not aware of any supply shortage, or other interruption or potential interruption in the supply of any material, component, or sub-assembly that impacts CPL. If at any time CPL does not have enough component material to fulfill, or other supply or manufacturing problems prevent CPL from fulfilling on a timely basis, its supply obligations to CryoLife for purchase of CPL Products, CPL shall promptly notify CryoLife of the nature and extent of the impairment to CPL’s ability to supply and shall allocate 100% of its full resources to rectifying the impairment to the extent commercially reasonable until such impairment is overcome.
Supply Interruption. If a Supply Interruption is occurring and continues for a period of more than [**], and the Parties are unable within five (5) business days to reach agreement on the terms of a revised PCP Gross Profit sharing arrangement as described in Section 3.6 hereof, then Oscient may terminate this Agreement immediately upon notice to Auxilium with the effect as described in Section 3.6, in addition to the provisions of Section 8 hereof.
Supply Interruption. (a) In the event that (i) Allos is unable to fully deliver ordered Bulk Product to MMCO within [***] of the specified delivery date in the relevant Firm Order (including meeting Specifications) or (ii) a supply shortfall under Section 4.1(a) has occurred in [***] Calendar Quarters (each, a “Supply Interruption”), then the Parties will meet to discuss possible solutions and (i) Allos will use commercially reasonable efforts to supply the undelivered Bulk Product at a future date agreed upon by the Parties (as to which a failure to deliver will be deemed to be an additional Supply Interruption), and (ii) if available, Allos will use commercially reasonable efforts to obtain Bulk Product necessary to meet MMCO’s requirements from a different Third Party Contractor of Allos (provided such Bulk Product has not already been ordered by Allos for its own supply or the supply of its licensee in the Allos Territory). For so long as a Supply Interruption remains uncured, MMCO will have the right, at its sole election, to purchase all of its requirements for Bulk Product directly from any Third Party Contractor of MMCO. [***]: CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION.
Supply Interruption. (a) If Supplier fails to deliver to Customer by the requested delivery date at least [ * ] of any Product ordered under a Purchase Order that conforms to the Product warranties in Section 4.2, and Supplier does not cure such failure within [ * ] after written notice from Customer of such failure to deliver, and provided that the failure to deliver does not result from [ * ], then Customer shall have the right to cancel the applicable Purchase Order as to any undelivered amounts and manufacture any shortfall quantity of Product itself or purchase such quantity from a third party.
Supply Interruption. UBI shall pursue commercially reasonable efforts to manufacture and supply each Product and, under a Failure to Supply condition, to take all commercially reasonable steps to mitigate interruption of supply of such Product to Siemens, and Siemens shall provide reasonable cooperation and consultation to UBI in connection therewith. Without limiting the generality of the foregoing:
Supply Interruption. For purposes of this AGREEMENT, a "SUPPLY INTERRUPTION" shall be deemed to occur: (i) if HMR GmbH's ability to supply adequate quantities of HMR MANUFACTURED PRODUCTS in saleable form in a timely manner to MEDICIS is adversely affected or inhibited as reasonably determined by both parties, (ii) if HMR GmbH fails to deliver to MEDICIS, in saleable form in accordance with the terms of this AGREEMENT, any portion, greater than 6% in quantity, of any confirmed order for any SKU of any HMR MANUFACTURED PRODUCT, or (iii) if in any calendar quarter covered by the 24-MONTH FORECAST, HMR GmbH fails to deliver, in saleable form in accordance with the terms of this AGREEMENT, HMR MANUFACTURED PRODUCTS in accordance with the 24-MONTH FORECAST or, if less, in the applicable portion of MEDICIS' last short-term forecast provided prior to the SUPPLY INTERRUPTION. For purposes of this AGREEMENT, a SUPPLY INTERRUPTION shall be deemed to have been fully cured once HMR GmbH has delivered to MEDICIS all confirmed orders and, for any calendar months for which there have been no confirmed orders due to the SUPPLY INTERRUPTION, at least the minimum quantities in saleable form of HMR MANUFACTURED PRODUCTS forecasted to be ordered by MEDICIS during such calendar months as set forth in the 24-MONTH FORECAST or, if less, in the applicable portion of MEDICIS' last short-term forecast provided prior to the SUPPLY 17 SUPPLY AGREEMENT
Supply Interruption. Where Goods are not able to be supplied within the prescribed timeframes in the Acceptance of Purchase Order due to a supply interruption for a part or parts of the Goods, PTE shall extend the timeframe for completion and notify the Customer of the delay and the expected completion time.
Supply Interruption. In the event that for any reason Geneva shall be ------------------- unable to (a) manufacture and deliver the Product in quantities sufficient to meet any forecast delivered to Geneva pursuant to this Agreement or any purchase order received by Geneva or (b) deliver Product that meets the Specifications, Geneva shall immediately so notify Ergo in writing and notify Ergo of the extent of estimated shortfall, the product nonconformance (if applicable) and the length of time of the supply interruption. In the event that (i) Geneva notifies ergo pursuant to the preceding sentence, (ii) Geneva fails to deliver any Product within [*] days of the date for delivery set forth in any purchase order subject to the proviso set forth in section 4.4 above, or (iii) Geneva fails to deliver Product that meets the [*] Confidential information omitted and filed separately with the Commission. Specifications, Ergo or an Ergo partner shall have the right to either obtain Product from a source (or sources) other than Geneva. As soon as it is able to demonstrate to Ergo that it is able to provide sufficient quantities of Product that meets the Specifications, Geneva shall have the right to resume supplying conforming Product again to and for Ergo (and each Ergo Partner); provided, --------- however, that this right to resume supplying Product shall be subject to ------- agreements to supply Product that Ergo has entered into with alternate suppliers that Ergo believed in good faith were necessary and that are commercially reasonable. Ergo shall have the right to qualify at least two alternate sources of Product under the NDA. Beginning as of the Effective Date, Geneva shall assist Ergo in qualifying such other sources (including supplying such other manufacturers with such technical data and advice as may be necessary for such other manufacturer to manufacture Product for Ergo). Such assistance shall fall within the meaning of "other services: under Section 3.4(b) above. ARTICLE 6
Supply Interruption. In the event of a Supply Interruption, other than as a result of an act or omission by Nephros or any of its Affiliates or sublicensees or distributors, which Medica has not cured within thirty (30) days after receipt of written notice from Nephros detailing the Supply Interruption by delivering to Nephros all outstanding purchase orders, not in limitation of any other rights or remedies available to Nephros under this Agreement or otherwise, Nephros shall be entitled to a reduction of the royalty rate payable under Section 4.3 to 1% on the affected Products during the duration of the Supply Interruption and, once cured, for an additional period equivalent to the duration of the Supply Interruption. A “Supply Interruption” will be deemed to have occurred and continuing if Nephros has ordered Product from Medica and Nephros documents that during a period of at least two (2) consecutive months Nephros has not received at least eighty percent (80%) of those quantities of Product so ordered. Notwithstanding the foregoing, no Supply Interruption will be deemed to have occurred if the applicable purchase orders referenced above exceed one hundred twenty percent (120%) of the applicable quantities of Product set forth in the forecast delivered by Nephros for the calendar quarter immediately preceding such purchase order. Medica shall be deemed to have cured such Supply Interruption upon delivery to Nephros quantities of Product covered under such outstanding orders but only for that amount which does not exceed one hundred twenty percent (120%) of the applicable quantities of Product set forth in the forecast delivered by Nephros for the calendar quarter immediately preceding such purchase order.
