Common use of Nonconforming Product Clause in Contracts

Nonconforming Product. In the event the Product is determined to be Nonconforming Product (whether by agreement of ▇▇▇▇ pursuant to Section 4.1 or by an independent expert pursuant to Section 4.2), all such Nonconforming Product shall be either returned to ▇▇▇▇ or destroyed, at ▇▇▇▇’▇ option; notwithstanding, CLIENT may retain a limited amount of Nonconforming Product for archival purposes and for comparability testing. Additionally, ▇▇▇▇ shall re-perform its Services to replace such Nonconforming Product at its own cost and expense and shall use commercially reasonable efforts to replace such Nonconforming Product in a reasonable time given any contractually obligated capacity constraints but in no case less than […***…] from the date that the Bulk Drug Substance is determined to be nonconforming. CLIENT shall be responsible for all costs and expenses for all materials (including without limitation, CLIENT MATERIALS) and Process Consumables utilized in replacement of Nonconforming Product except where it is determined that the failure of the nonconformance product is determined to be due to ▇▇▇▇’▇ negligence, in which case ▇▇▇▇ shall be responsible for all costs and expenses including materials and process consumables.