Alternative Devices Clause Samples

Alternative Devices. In the event that the Parties agree to develop and/or commercialize Golimumab Product in the Territory using an alternative autoinjector device, the Parties shall also agree upon mutually acceptable arrangements for the manufacture and supply of supplies of the alternative device, it being understood that if a Party (or one of its Affiliates) has either internally developed such alternative device or licensed or acquired rights to such alternative device, that Party shall be primarily responsible for procuring the manufacture and supply of all requirements for supplies of the alternative device for use in connection with the Golimumab Product in the Territory. To the extent that Schering-Plough is the Party responsible for procuring supplies of such alternative autoinjector device, the Parties shall, upon request by Centocor, also negotiate in good faith and enter into a supply agreement for the manufacture and supply on commercially reasonable terms of Centocor’s requirements of such device for use in connection with Golimumab Product in countries outside the Territory. Any such supply agreement shall be consistent with the terms of the non-product and/or price specific terms of the Remicade Supply Agreement, including without limitation clauses to provide that in the event of an actual or projected shortfall in supplies of such device, (i) Schering-Plough shall ensure that the available inventory and production capacity for that device is appropriately allocated based upon the Parties’ firm orders and forecast requirements for the device for use in connection with Golimumab Products both within and outside the Territory and (ii) to the extent any such actual or projected shortfall results in forecasted market shortages for the device, Schering-Plough and Centocor will jointly pursue alternative sourcing to ensure continued supply of autoinjector devices to both Parties.