Active Material Sample Clauses

Active Material. Promptly following receipt of the Active Material to be supplied by Client, Patheon will test (pursuant to test methods and drug specifications to be provided by Client) and approve the Active Material as acceptable for performing Manufacturing Services under this Agreement and the applicable Product Agreement. Unless otherwise agreed in a Product Agreement, Patheon will notify Client in writing within [*] days of receipt of any failure of Active Material unless earlier notice is required by Applicable Law; absent this notice, the Active Material will be deemed to be accepted and approved by Patheon.
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Active Material. Except as expressly set forth in this Agreement, under no circumstances whatsoever shall Halo be responsible for any loss or damage to the Active Material. Subject to Section 2.1(b)(i)(D), Halo’s maximum liability for loss or damage to all Active Material shall not exceed the Maximum Credit Value in any given Year.
Sample 1
Active Material. Client shall, at its sole cost and expense, deliver the Active Material to AAA DDP (Incoterms 2010) the Manufacturing Site specified by AAA during the Term in sufficient quantities and at such times as to enable AAA to timely provide the Manufacturing Services. Title to and risk of loss of the Active Material shall at all times remain with Client, and Client will insure the Active Material at Client’s cost. Client acknowledges and agrees that the timely delivery of the Active Material is a threshold event to AAA’s ability to supply Product by the scheduled delivery date set forth in a Purchase Order. Any failure of Client or its designee to timely deliver to AAA Active Material shall extend, day-for-day of such delayed delivery by Client or its designee, the scheduled delivery date of the corresponding Products Manufactured by AAA hereunder using such Active Material, and AAA shall have no liability to Client or its Affiliates or licensees as a result thereof for such delay in the scheduled delivery date of such Products, provided however that such delay shall not constitute a material breach of this Agreement. 3.5
Sample 1
Active Material. Except as expressly set forth in Section 2.2 and except to the extent caused by [**], under no circumstances will Patheon be responsible for any loss or damage to the Active Material. Patheon’s maximum responsibility for loss or damage to the Active Material will not exceed the Maximum Credit Value set forth in Schedule D, except to the extent caused by [**], in which case Patheon’s maximum responsibility for the lost or damaged Active Material shall not exceed [**]% [**] of the lost or damaged Active Material up to a maximum aggregate liability in any Year of [**]% of [**]) per Year received by Patheon under this Agreement during the Year in which the underlying event occurred that gave rise to the liability (e.g. the date of the incident or manufacture). [**]
Sample 1
Active Material. The Client shall, at its sole cost and expense, deliver the Active Material to Patheon in sufficient quantities and at such times to facilitate the provision of the Manufacturing Services by Patheon, which Active Material shall be held by Patheon on behalf of the Client on the terms and subject to the conditions herein contained. The parties acknowledge and agree that title to the Active Material shall at all times belong to and remain the property of the Client. Patheon agrees that any Active Material received by it shall only be used by Patheon to provide the Manufacturing Services. Patheon's liability with respect to any lost or damaged Active Material shall be as set forth in Section 10.2(a).
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Active Material. Except as expressly set forth in Section 2.3 hereof, Patheon shall not be responsible for any loss or damage to the Active Material.
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Active Material. (A) Client will deliver all Active Material to Halo in accordance with Section ‎3.4. Halo shall provide Client with a receipt of delivery with respect to each shipment of Active Material supplied by Client or its designee hereunder. Halo shall visually inspect Active Material upon receipt to verify their identity and quantity. Except to the extent expressly required by the Specifications, Halo shall have no obligation to perform any testing of the Active Material. Halo shall notify Client in writing within [***] days after receipt of Active Material delivered by Client of any complaint regarding obvious qualitative faults or quantitative shortcomings of the Active Material, and Halo shall simultaneously send samples of faulty Active Material to Client or its designee. Halo shall notify Client in writing within [***] days of Halo becoming aware of any defects in the Active Material that may not or would not have been obvious at delivery by visual inspection of such Active Material made with reasonable care. Halo will assist Client, at Client’s expense, in substantiating any defects or shortcomings and otherwise assist Client in order for Client to obtain replacement Active Material or a refund or credit from Client’s supplier of Active Material.
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Active Material. 8 ARTICLE 4.................................................................. 9
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Related to Active Material

  • Product ACCEPTANCE Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User(s) shall have thirty (30) days from the date of delivery to accept hardware products and sixty (60) days from the date of delivery to accept all other Product. Where the Contractor is responsible for installation, acceptance shall be from completion of installation. Failure to provide notice of acceptance or rejection or a deficiency statement to the Contractor by the end of the period provided for under this clause constitutes acceptance by the Authorized User(s) as of the expiration of that period. The License Term shall be extended by the time periods allowed for trial use, testing and acceptance unless the Commissioner or Authorized User agrees to accept the Product at completion of trial use. Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User shall have the option to run testing on the Product prior to acceptance, such tests and data sets to be specified by User. Where using its own data or tests, Authorized User must have the tests or representative set of data available upon delivery. This demonstration will take the form of a documented installation test, capable of observation by the Authorized User, and shall be made part of the Contractor’s standard documentation. The test data shall remain accessible to the Authorized User after completion of the test. In the event that the documented installation test cannot be completed successfully within the specified acceptance period, and the Contractor or Product is responsible for the delay, Authorized User shall have the option to cancel the order in whole or in part, or to extend the testing period for an additional thirty (30) day increment. Authorized User shall notify Contractor of acceptance upon successful completion of the documented installation test. Such cancellation shall not give rise to any cause of action against the Authorized User for damages, loss of profits, expenses, or other remuneration of any kind. If the Authorized User elects to provide a deficiency statement specifying how the Product fails to meet the specifications within the testing period, Contractor shall have thirty (30) days to correct the deficiency, and the Authorized User shall have an additional sixty (60) days to evaluate the Product as provided herein. If the Product does not meet the specifications at the end of the extended testing period, Authorized User, upon prior written notice to Contractor, may then reject the Product and return all defective Product to Contractor, and Contractor shall refund any monies paid by the Authorized User to Contractor therefor. Costs and liabilities associated with a failure of the Product to perform in accordance with the functionality tests or product specifications during the acceptance period shall be borne fully by Contractor to the extent that said costs or liabilities shall not have been caused by negligent or willful acts or omissions of the Authorized User’s agents or employees. Said costs shall be limited to the amounts set forth in the Limitation of Liability Clause for any liability for costs incurred at the direction or recommendation of Contractor.

  • SHOP DRAWINGS, PRODUCT DATA AND SAMPLES 4.12.1 Shop Drawings are drawings, diagrams, schedules and other, data specially prepared for the Work by the Contractor or any Subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work.

  • API If the Software offers integration capabilities via an API, your use of the API may be subject to additional costs or Sage specific policies and terms and conditions (which shall prevail in relation to your use of the API). You may not access or use the API in any way that could cause damage to us or the Software, or in contravention of any applicable laws. We reserve the right in our sole discretion, to: (i) update any API from time to time; (ii) place limitations around your use of any API; and (iii) deny you access to any API in the event of misuse by you or to otherwise protect our legitimate interests.

  • Defective Product If Client rejects Products under Section 6.1 and the deviation is determined to have arisen from Patheon’s failure to provide the Manufacturing Services in accordance with the Specifications, cGMPs, and Applicable Laws, Patheon will credit Client’s account for Patheon’s invoice price for the defective Products. If Client previously paid for the defective Products, Patheon will promptly, at Client’s election, either: (i) refund the invoice price for the defective Products; (ii) offset the amount paid against other amounts due to Patheon hereunder; or (iii) replace the Products with conforming Products without Client being liable for payment therefor under Section 3.1, contingent upon the receipt from Client of all Active Materials required for the manufacture of the replacement Products. For greater certainty, Patheon’s responsibility for any loss of Active Materials in defective Product will be captured and calculated in the Active Materials Yield under Section 2.2, it being understood that in no event shall the foregoing be construed to limit Patheon’s obligation to refund or offset the invoice price, if requested by Client.

  • Promotional Material In the event that the Fund or the Investment Adviser makes available any promotional materials related to the Securities or the transactions contemplated hereby intended for use only by registered broker-dealers and registered representatives thereof by means of an Internet web site or similar electronic means, the Investment Adviser will install and maintain or will cause to be installed and maintained, pre-qualification and password-protection or similar procedures which are reasonably designed to effectively prohibit access to such promotional materials by persons other than registered broker-dealers and registered representatives thereof.

  • Product Information (a) The Parties recognize that by reason of, among other things, the requirement that Sanofi exercises the Option to Continue prior to the license grant under Section 2.2 becoming effective, and Ardelyx’s grant of the exclusive Option to Continue to Sanofi, both Parties have an interest in the retention in confidence of certain information relating to the Program Compounds and Program Products. Accordingly, except as set forth in this Section 7.1(a), Section 7.3 or Section 7.5 or expressly authorized elsewhere in this Agreement, until such time as Sanofi exercises the Option to Continue and pays the Continuation Milestone in accordance with the terms hereof, Ardelyx and Sanofi shall, and shall each cause its respective Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish or otherwise disclose, and not use directly or indirectly for any purpose other than to perform its obligations under this Agreement, (i) any information that is Controlled by Ardelyx relating to the Ardelyx Compounds or Licensed Patents or constituting Licensed Know-How or Joint Technology, or (ii) any information that is Controlled by Sanofi constituting Sole Program Know-How owned by Sanofi or Joint Technology, or relating to Sanofi Sole Invention Patents or Program Compounds (collectively, (i) and (ii) “Product Information”) except in each case, to the extent the Product Information is in the public domain prior to the Effective Date, or through no fault of either Party, its Affiliates or any of their respective officers, directors, employees or agents enters the public domain after the Effective Date. For clarification, the disclosure or transfer by Ardelyx to Sanofi or by Sanofi to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 7.1. Notwithstanding anything herein, Sanofi shall not be restricted from using its own Product Information for any purpose, to the extent that such use would not constitute an infringement of the Program Patents.

  • Product Labeling Xxx X’Xxxx shall affix a warning to the packaging, labeling, or directly on each Product provided for sale in retail outlets in California that states: WARNING: This product can expose you to DEHP, which is known to the State of California to cause birth defects or other reproductive harm. For more information go to xxx.X00Xxxxxxxx.xx.xxx. Or, if Xxx X’Xxxx has testing data indicating the presence of other Proposition 65 listed chemicals in the Products in addition to DEHP, the following warning may be used: WARNING: This product can expose you to chemicals, including DEHP, which are known to the State of California to cause cancer or birth defects or other reproductive harm. For more information go to xxx.X00Xxxxxxxx.xx.xxx.

  • Defective Products In the event any Products are received in a defective condition or not in accordance with AT&T PARADYNE's published specifications or the documentation relating to such Products, Tech Data may return the Products for full credit. Products shall be deemed defective if the Product, or any portion of the Product, fails to operate properly on initial "burn in", boot, or use as applicable. Tech Data shall have the right to return any such Products that are returned to Tech Data from its Customers or End Users within sixty (60) days of the Products' initial delivery date to the end-user. All freight charges for returned Products will be paid by Tech Data or Tech Data's Customer.

  • RE-WEIGHING PRODUCT Deliveries are subject to re- weighing at the point of destination by the Authorized User. If shrinkage occurs which exceeds that normally allowable in the trade, the Authorized User shall have the option to require delivery of the difference in quantity or to reduce the payment accordingly. Such option shall be exercised in writing by the Authorized User.

  • Product Specifications The Company agrees that all Products sold to Xxxx hereunder shall conform to the respective specifications set forth on Schedule A or to such other specifications as are from time to time agreed upon by the Parties.