FF Deviation Adjustments Sample Clauses

FF Deviation Adjustments. If (i) FF (A) deems that the FF Deviation for a given month is likely to be greater than the Deviation Percentage and (B) fails to provide proper notice in accordance with Section 5.7(a) or (ii) such FF Deviation is not otherwise authorized hereunder, FF shall promptly inform MS thereof in writing prior to issuing the Product Purchase Order for such month. If such FF Deviation is agreeable to MS in writing, FF shall issue a Product Purchase Order based on such FF Deviation which shall then be deemed accepted by MS. If such FF Deviation is not acceptable to MS, then the Parties shall discuss in good faith and use commercially reasonable efforts to agree to alternative arrangements, including capacity allocations, provided that the foregoing shall not limit MS’s right to reject the unpermitted FF Deviation portion of the Product Purchase Order based on non-conformity to the corresponding Production Plan.