Common use of Notice; Replacement Clause in Contracts

Notice; Replacement. Buyer shall notify Seller in writing of (a) any claim that any Supplied Product, as of the time of delivery thereof, fails to conform to the applicable Specifications (including any Non-Conformity Exception) and/or which has not been Manufactured in accordance with applicable Law, cGMP and the Quality Agreement, or (b) any shortage in quantity of any shipment of the Supplied Product, in each case as soon as reasonably practicable, but not later than 30 days following delivery of such Supplied Product in the case of patent defects (i.e. a non-conformance that was reasonably detectable through Buyer’s inspection in accordance with the Quality Agreement) and, in the case of latent defects, not later than 10 days from Buyer’s discovery of a latent defect that was not reasonably detectable through Buyer’s inspection in accordance with the Quality Agreement. If the Parties agree that the Supplied Product fails to conform (other than for any Non-Conformity Exception) or that there is a shortage, then Seller, at Buyer’s option, shall replace the nonconforming Supplied Product or make up the shortage at the next practicable delivery date.

Notice; Replacement. Buyer shall notify Seller in writing of (a) any claim that any relating to Supplied ProductProduct that, as of the time of delivery thereof, fails to conform to the applicable Specifications (including excluding non-conformity relating to (i) Seller’s incorporation of any Non-Conformity Exceptionchange to the Specifications or Manufacturing Changes requested by Buyer or (ii) and/or which has not been Manufactured packaging or labeling of the Supplied Product supplied by or prepared at the direction of Buyer in accordance with applicable Law, cGMP and the Quality AgreementSection 2.10), or (b) any shortage in quantity of any shipment of the Supplied Product, in each case as soon as reasonably practicable, but not later than 30 [REDACTED] days following delivery of such Supplied Product in the case of patent defects (i.e. a non-conformance that was reasonably detectable through Buyer’s inspection in accordance with the Quality Agreement) and, in the case of latent defects, not later than 10 [REDACTED] days from Buyer’s discovery of a latent defect that was not reasonably detectable through Buyer’s inspection in accordance with the Quality Agreementcustomary and reasonable inspection. If the Parties agree that the Supplied Product fails to conform (other than for any Non-Conformity Exception) to the applicable Specifications or that there is a shortage, then Seller, at Buyer’s option, shall replace the nonconforming Supplied Product or make up the shortage at the next practicable delivery date.[REDACTED]