Common use of Filling Machine Clause in Contracts

Filling Machine. For the term of this Agreement and any extensions thereto, the Company shall provide, in its reasonable discretion, Distributor with a manual and/or automatic Filling Machine(s) to use in connection with the filling of Cartridges. Such Filling Machine(s) shall be sufficient to meet the capacity necessary for Distributor to meet its Performance Benchmarks. Any and all costs relating to such Filling Machine, including, without limitation, the purchase, repair, update, and upgrade of such Filling Machine shall be the Company’s sole and absolute responsibility, obligation and liability; provided that Distributor shall be responsible for any costs and expenses arising from Distributor’s and/or its employee’s or contractor’s negligence or misconduct. Unless otherwise agreed to by the Company in writing, under no circumstance shall Distributor utilize the Filling Machine for any purpose other to fill the Cartridges. If any Filling Machine breaks or becomes otherwise inoperable, Company shall as promptly as practicable supply a replacement Filling Machine. The Performance Benchmarks shall be stayed during any time period when the Filling Machine is non-operational such that the Performance Benchmarks will be pro-rated by omitting any such time period when the Filling Machine is non-operational.