Common use of SpinCo Obligations Clause in Contracts

SpinCo Obligations. Spinco shall, and shall cause its Affiliates to: (a) purchase any and all Private Brand Products solely and exclusively from Harbor and from no other source (other than as expressly permitted under this Agreement); (b) market, sell or otherwise distribute Private Brand Products solely to licensed veterinary practitioners and animal health clinics and use commercially reasonable efforts, including the discontinuance of sales to a particular customer or customers, to ensure customers are purchasing Private Brand Products solely for their own use and not for resale; (c) market, sell or otherwise distribute Private Brand Products exclusively in the Territory and only during the applicable Private Brand Transition Period; (d) ensure that it and each of its locations at all times has all required local, state, federal and foreign licenses applicable to the marketing, sale and distribution of Private Brand Products and provide evidence of such required licenses to Harbor upon its request; (e) not re-package or re-label any Private Brand Products, not alter any package, label or promotional material used in connection with any Private Brand Products and not make any alterations, changes or modifications (or instruct a Manufacturer to make any alterations, changes or modifications) to any Private Brand Products or the specifications thereof, except in each case as expressly authorized by Harbor in writing; (f) promptly forward to Harbor any material technical questions it receives from customers with respect to any Private Brand Products; (g) maintain facilities and procedures as may be prescribed from time to time by Harbor in order to facilitate a forty-eight (48) hour response time to any product recall, adverse event or similar action, including those relating to good housekeeping, security, crush control, moisture control, temperature control and proper documentation of the Private Brand Products being stored; and (h) permit a duly authorized representative of Harbor to enter and inspect, during normal business hours and upon reasonable prior written notice, the facilities in which any Private Brand Products are held or stored in order to determine whether such Private Brand Products are being held or stored in conformity with this Agreement and the World Health Organization’s Good Distribution Practices for pharmaceutical products, and provide Harbor with such documentation and information as it may reasonably request to determine whether the Private Brand Products are being held in conformity with this Section 18.