Common use of Chargeback Claims Clause in Contracts

Chargeback Claims. (i) Seller shall process and be financially responsible for all chargeback claims related to Product sold by Third Parties through December 31, 2007 ("Chargeback Period"), and Purchaser 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 Seller's Federal Supply Schedule ("FSS") before the responsibility of processing such chargebacks is transferred from Seller to Purchaser. Until such approval is obtained, Seller shall continue to be responsible for processing the FSS chargebacks claimed under the Seller's NDC numbers after the expiration of the Chargeback Period on Purchaser's behalf, and Purchaser shall reimburse Seller for such chargeback claims. Purchaser and Seller agree that Seller shall have no financial liability for chargeback claims after the 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 subsection, 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.

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement (Prometheus Laboratories Inc), Asset Purchase and Sale Agreement (Prometheus Laboratories Inc)

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Chargeback Claims. (i) Seller 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 Purchaser 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 SellerGSK's Federal Supply Schedule ("FSS") before the responsibility of processing such chargebacks is transferred from Seller GSK to PurchaserPrometheus. Until such approval is obtained, Seller GSK shall continue to be responsible for processing the FSS chargebacks claimed under the SellerGSK's NDC numbers after the expiration of the GSK Chargeback Period on Purchaser's Prometheus' behalf, and Purchaser Prometheus shall reimburse Seller GSK for such chargeback claims. Purchaser Prometheus and Seller GSK agree that Seller 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 subsectionSection 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.

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement (Prometheus Laboratories Inc), Asset Purchase and Sale Agreement (Prometheus Laboratories Inc)

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