Common use of Cancellation and Cancellation Costs Clause in Contracts

Cancellation and Cancellation Costs. Subject to compensating Supplier in accordance with this Section, Customer may cancel a Purchase Order, in whole or part and without cost or penalty, by providing notice to Supplier prior to the applicable Delivery Date. In the event that Customer provides Supplier with a notice of cancellation four (4) weeks or less prior to the applicable Delivery Date, Customer may not cancel and Customer must take and pay for all Product delivered on or before the Delivery Date or within two (2) weeks thereafter. In the event that Customer provides Supplier with a notice of cancellation more than four (4) weeks (but less than the then current Lead-Time for the applicable Product) prior to the applicable Delivery Date, Customer shall pay or reimburse Supplier for the reasonable out of pocket or direct costs incurred by Supplier relating to such canceled Product at the time of cancellation, including without limitation with respect to work in process and raw materials, to the extent that Supplier cannot (using reasonable efforts) mitigate such costs within forty-five (45) calendar days of such cancellation. This shall be Supplier's sole and exclusive remedy and Customer's sole and exclusive liability/obligation to Supplier for any cancellation hereunder by Customer.

Cancellation and Cancellation Costs. Subject to compensating Supplier in accordance with this Section, Customer may cancel a Purchase Order, in whole or part and without cost or penalty, by providing notice to Supplier prior to the applicable Delivery Date. In the event that Customer provides Supplier with a notice of cancellation four (4) weeks or less prior to the applicable Delivery Date, Customer may not cancel and Customer must take and pay for all Product delivered on or before the Delivery Date or within two (2) weeks thereafter. In the event that Customer provides Supplier with a notice of cancellation more than four (4) weeks (but less than the then current Lead-Time for the applicable Product) prior to the applicable Delivery Date, Customer shall pay or reimburse Supplier for the reasonable out of pocket or direct costs incurred by Supplier relating to such canceled Product at the time of cancellation, including without limitation with respect to work in process and raw materials, to the extent that Supplier cannot (using reasonable efforts) mitigate such costs within forty-five (45) calendar days of such cancellation, it being agreed that Customer shall not be required to reimburse Supplier for laser diodes manufactured by Customer which Supplier has in inventory on the Effective Date. This shall be Supplier's sole and exclusive remedy and Customer's sole and exclusive liability/obligation to Supplier for any cancellation hereunder by Customer.