Products Returns Sample Clauses

Products Returns. Buyer shall be responsible for processing, or causing to be processed, all Product returns requested on or after the First Closing Date, including any returns of Products sold by Seller prior to the First Closing Date. Seller shall be responsible for refunds owed with respect to Products sold prior to the First Closing Date; provided, however, if Buyer and Seller sell Product from the same lot, then Buyer and Seller shall be responsible for Products sold from such lot in proportion to their pro-rata sales of Products from such lot. (For example, if Seller sold 80% of a lot prior to the First Closing Date and Buyer sells the remaining 20% of the lot after the First Closing Date, then Seller shall be responsible for 80% of the refunds owed with respect to Products sold from such lot.) Buyer shall destroy, or cause to be destroyed, all such returned Products in a manner consistent with applicable Law.

Products Returns. (a) Notwithstanding the provisions of Section 8.1 hereof, Genpharm shall accept the return of any Product which is returned to Resources by its customers because of defects (including failure to meet the Product's Specifications) which are due to any act or omission of Genpharm. In the event of such an accepted return, Genpharm shall provide a credit to Resources for the Transfer Price paid by Resources to Genpharm for the returned Product and all transportation and insurance costs and custom duties, taxes and fees paid by Resources upon the importation and delivery of such Product from Genpharm's or the Manufacturer's Plant, as the case may be, to Resources' facility in Spring Valley, New York (or an allowance on account thereof) or, at Resources' request, shall make available to Resources, without charge, replacement Product within a period of 16 weeks. At Resources' option, and with the consent of Genpharm, which shall not be unreasonably withheld, Resources may destroy any Product returned to it. (b) Any return of Product accepted by Resources from its customers in the ordinary course of business, including without limitation, Product returned as defective due to acts or omissions attributable to Resources, its Affiliates or their respective agents or employees, shall be treated as returns for the purpose of calculating Net Sales so that when Resources next calculates the share of Gross Profits payable to Genpharm in respect of the Product in question, it shall not include (if the sale of the returned Product was not previously included in a prior reporting period) or it shall deduct from Net Sales (if previously included in respect of a prior reporting period), as the case may be, an amount equal to the Gross Profit attributable to returned Product, it being the intention of Genpharm and Resources that no share of Gross Profit shall be paid or payable to Genpharm in respect of the sale of a returned Product. (c) In the event any Product is returned to Genpharm by its customers because the Product is alleged to be defective and Resources believes that such defect is due to an act or omission of Genpharm or the Manufacturer, Resources shall notify Genpharm within a reasonable period of any such return and shall provide or make available to Genpharm (or, at Genpharm's direction, the Manufacturer) such samples (if available) and other information concerning the returned Product available to Resources or its Affiliate so as to allow Genpharm (or such Manuf...

Products Returns. Buyer shall be responsible for processing, or causing to be processed, all Product returns requested on or after the Closing Date, including any returns of Products sold by Seller prior to the Closing Date. Seller shall reimburse Buyer for any and all credits or deductions taken by customers for any returns of any Inventory or Products that pursuant to Section 2.4(i) remain liabilities of Seller within thirty (30) days of the receipt by Seller of supporting documentation that describes the returns, credits and deductions in reasonable detail. Buyer shall have no obligations in respect of such returned Inventory and Products and Buyer shall not be entitled to any credit or reimbursement therefor. Buyer shall destroy, or cause to be destroyed, all such returned Inventory and Products in a manner consistent with applicable Law.

Products Returns. CareDx shall ensure that, while the Product is in CareDx possession, storage and transport conditions comply with requirements provided by Eurobio. If a Product fails to conform to the Product Warranty, CareDx may return such nonconforming Product to Eurobio, at Eurobio’s expense. Eurobio shall replace the returned Product as soon as reasonably practicable. Such replacement Product shall be at no additional cost to CareDx if CareDx had previously paid Eurobio for the returned Product. The foregoing is the exclusive remedy with respect to nonconforming Product, provided, that, Eurobio, may, at its option refund the price paid subject to return of nonconforming Product.

Products Returns. M▇▇▇▇▇▇▇▇▇▇ shall be responsible for making any refunds relating to returns of Keflex Products sold by M▇▇▇▇▇▇▇▇▇▇ prior to the Transition Date and shall deliver to Kef any Keflex Products physically returned to M▇▇▇▇▇▇▇▇▇▇. Kef shall be responsible for all returns of Keflex Products sold by Kef after the Transition Date. With respect to any batch of Keflex Products sold both before and after the Transition Date, the financial responsibility for returns shall be allocated between the Parties in proportion to their respective sales of each SKU sold both before and after the Transition Date.