Chargeback Claims. Seller shall be financially and legally responsible for all chargeback claims (“Chargeback Claims”) related to Products sold by each wholesale and account-level customer (including hospitals, health systems and integrated delivery networks), as evidenced in the invoice date within the Chargeback Claims, prior to the Closing Date. Purchaser shall process and be financially and legally responsible for all Chargeback Claims related to Products sold by each wholesale and account-level customer (including hospitals, health systems and integrated delivery networks) on or after the Closing Date. The date on which Products shall be deemed to have been sold pursuant to the preceding sentence shall be the date on which it was shipped by the applicable wholesaler. Notwithstanding the foregoing, the Parties acknowledge that the VA National Acquisition Center must approve the removal of Products from Seller’s Federal Supply Schedule before the responsibility of processing such claims is transferred from Seller to Purchaser. Until such approval is obtained, Seller shall continue to be responsible for processing the Federal Supply Schedule Chargeback Claims on Purchaser’s behalf, and Purchaser shall reimburse Seller for same. Purchaser and Seller agree that (A) Seller’s financial liability for the Chargeback Claims shall be limited to those commercial customers with which Seller has chargeback obligations as of the Closing Date, and (B) any such chargebacks issued by Seller shall be made in accordance with terms and conditions of Seller’s obligations as of the Closing Date with respect to each customer and shall be solely based on the terms and conditions of Seller’s agreements with the respective customer, as such terms and conditions existed as of the Closing Date. Seller shall utilize records from third party rebate administrators to demonstrate which chargebacks relate to Products sold by a wholesaler or distributor, as evidenced in the invoice date within the Chargeback Claims, prior to the Closing Date for purposes of determining Seller’s obligation.
Chargeback Claims. GSK shall process and be financially responsible for all chargeback claims related to Product sold by Third Parties through December 31, 2007 ("GSK Chargeback Period"), and Prometheus shall process and be financially responsible for all chargeback claims related to Product sold by Third Parties on or after January 1, 2008. Notwithstanding the foregoing, the Parties acknowledge that the VA National Acquisition Center must approve the removal of the Product from GSK's Federal Supply Schedule ("FSS") before the responsibility of processing such chargebacks is transferred from GSK to Prometheus. Until such approval is obtained, GSK shall continue to be responsible for processing the FSS chargebacks claimed under the GSK's NDC numbers after the expiration of the GSK Chargeback Period on Prometheus' behalf, and Prometheus shall reimburse GSK for such chargeback claims. Prometheus and GSK agree that GSK shall have no financial liability for chargeback claims after the GSK Chargeback Period. To the extent that a Party processes, issues credits or remits payment for chargeback claims in respect of Product for which the other Party is financially responsible under this Section 3.6(c), the other Party shall reimburse such processing or paying Party within thirty (30) days of receipt of invoices that describe the requested payments in reasonable detail, other than amounts that are the subject of bona fide disputes.
Chargeback Claims. (a) Seller shall be financially responsible for all chargeback claims (and associated administrative fees) (the “Chargeback Claims”) related to Product sold by Seller prior to the Closing Date. Buyer shall be financially responsible for all other Chargeback Claims related to the Product in the Buyer Territory. Notwithstanding the foregoing, the Parties acknowledge that the VA National Acquisition Center must approve the removal of the Product from Seller’s FSS before the responsibility of processing such rebates is transferred from Seller to Buyer. Until such approval is obtained (and the Parties agree that they shall each use commercially reasonable efforts to promptly facilitate such approval), Seller shall continue to be responsible for processing the FSS Chargeback Claims for which Buyer is financially responsible on Buyer’s behalf, and Buyer shall reimburse Seller for same as set forth below. The Parties agree that, upon Closing, Seller may immediately remove the Product from its agreement under the PHS 340B Program. Buyer and Seller agree that (i) Seller’s financial liability for Chargeback Claims shall be limited to those customers with which Seller has chargeback obligations as of the Closing Date and (ii) any such Chargeback Claims issued by Seller shall be made on terms and conditions equivalent to Seller’s obligations as of the Closing with respect to each customer as of the Closing Date.
Chargeback Claims. Shore shall be financially responsible for all chargebacks related to Licensed Products pursuant to any Product Agreement or other similar agreement in effect prior to the Effective Date. Santarus shall be responsible for all other chargebacks relating to Licensed Products.
Chargeback Claims. Esprit shall be solely responsible for all chargeback claims for the Licensed Product bearing an Esprit NDC Number to the extent a chargeback invoice with respect to each such claim is dated (i.e. date of sale from the wholesaler to the wholesaler customer) prior to July 31, 2007 (the “Transition Chargebacks”), and shall process any such Transition Chargebacks. Notwithstanding the foregoing, the Parties acknowledge that the VA National Acquisition Center must approve the removal of the Products from Esprit’s Federal Supply Schedule (“FSS”) before the responsibility of processing such rebates is transferred from Esprit to Depomed. Accordingly, in the event such approval is not obtained prior to July 31, 2007, Esprit shall continue to be responsible for processing the FSS chargebacks on Depomed’s behalf, and Depomed shall reimburse Esprit for same.
Chargeback Claims. Seller shall be financially responsible for all chargeback claims (and associated administrative service fees or affiliated industrial funding fee, if applicable) related to Product with a chargeback invoice date prior to the Closing Date. Buyer shall be financially responsible for all chargeback claims (and associated administrative service fees or affiliated industrial funding fee, if applicable) related to Product with a chargeback invoice date on or after the Closing Date. Any chargebacks issued by Seller shall be made on terms and conditions comparable to Seller’s obligations as of the Closing with respect to each customer and shall be based on Seller’s terms of respective agreements as of the Closing Date. To the extent a party processes chargebacks that are the responsibility of the other party hereto, such party shall reimburse such payment within 30 days of receipt of invoices that describe the requested payments in reasonable detail.
Chargeback Claims. 3.4.1 [***].
Chargeback Claims. With respect to Chargeback claims for the Licensed Product bearing invoice dates: (i) on or after the Effective Date, Titan shall be responsible financially and shall reimburse Braeburn for such Chargeback claims paid by Braeburn, and (ii) prior to the Effective Date, Braeburn shall be responsible financially for such Chargeback claims; provided, that Braeburn shall be entitled to prompt (and in any event within three Business Days) reimbursement from Titan for incremental chargebacks attributable to any price increase taken by Titan. For the avoidance of doubt, Braeburn shall not be financially responsible for any Chargeback claims related to Licensed Product bearing a Titan NDC.
Chargeback Claims. (i) Seller shall be financially responsible for all chargeback claims related to Infergen sold prior to the Effective Time (the “Chargeback Claims”). Buyer shall process and be financially liable for all Chargeback Claims related to Infergen sold subsequent to the Effective Time. Notwithstanding the foregoing, the parties acknowledge that the VA National Acquisition Center must approve the removal of Infergen from Seller’s Federal Supply Schedule (“FSS”) before the responsibility of processing such rebates is transferred from Seller to Buyer. Until such approval is obtained, Seller shall continue to be responsible for processing the FSS chargebacks on Buyer’s behalf, and Buyer shall reimburse Seller for same. Buyer and Seller agree that (i) Seller’s financial liability for the Chargeback Claims shall be limited to those commercial customers with which Seller has chargeback obligations as of the Effective Time, and (ii) any such chargebacks issued by Seller shall be made on terms and conditions comparable to Seller’s obligations as of the Closing with respect to each customer and shall be based on Seller’s terms of respective agreements as of the Effective Time. Seller shall utilize records from third party rebate administrators to demonstrate which chargebacks relate to Infergen sold prior to the Effective Time for purposes of determining Seller’s obligation.
Chargeback Claims. Ipsen shall be solely responsible for all chargeback claims for the Product sold by Ipsen before the Transfer Date to the extent a chargeback invoice with respect to each such claim is dated (i.e. date of sale from the wholesaler to the wholesaler customer) prior to Transfer Date.
