Common use of Distribution Obligations Clause in Contracts

Distribution Obligations. In fulfillment of its obligations under this Agreement, commencing on the Commencement Date and continuing during the Term, Prometheus will: (a) use Commercially Reasonable Efforts to sell, market, Detail (only after appropriate training), promote, advertise and distribute the Products in a manner that will not have a material adverse effect on the Products; (b) provide and maintain, at its expense, a prescribing program call center ("Prescribing Program Call Center") and will collect and maintain all data arising therefrom; provided that GSK shall make its medical affairs group reasonably accessible to Prometheus for the purposes of responding to inquiries from the Prescribing Program Call Center; (c) not take any action relating to the Products which constitutes a material violation of Applicable Law or a material breach of this Agreement; (d) accept Customer Orders for the Products in the Territory from Customers; (e) establish and maintain systems for supporting and responding to medical and Customer inquiries; (f) store, release and transport the Products in accordance with cGMPs, Specifications and Applicable Laws; (g) communicate with wholesale distributors in connection with the distribution of the Products; (h) purchase the Products from GSK in accordance with Article IV of this Agreement; (i) not repackage or cause any Third Party to repackage any of the Products except with GSK's prior written consent; (j) in accordance with the terms of Section 3.6, report rebates for the Products to applicable Governmental Authorities and maintain the systems necessary, at Prometheus' expense, to conduct such reporting activities; and (k) report all Adverse Events (including, without limitation, Serious Adverse Events) (as such terms are defined in the Safety Data Exchange Agreement) to GSK in accordance with the terms of the Safety Data Exchange Agreement entered into by the Parties as of the Execution Date in form attached hereto as Exhibit A.