Common use of Supply Contracts Clause in Contracts

Supply Contracts. As of the date hereof, neither BioAmber nor any of its Affiliates is a party to any Contract for the supply to third parties of BSA and/or BDO other than the Supply Contracts. BioAmber has delivered or made available to Mitsui complete and correct copies of each Supply Contract. Each Supply Contract will be validly assigned to the Company pursuant to the Assignment Agreement, except for (and only to the extent of) any portion of such Supply Contracts that is not related to the supply of BSA and/or BDO (for instance, any portion of such Supply Contracts that relates to strategic collaboration with third parties involving, without limitation, the development of application or derivative products, would not be so assigned to the Company). Each Supply Contract is currently valid and in full force and effect, and, after giving effect to its assignment to the Company pursuant to the Assignment Agreement, will be enforceable by the Company in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws and equitable principles related to or limiting creditors’ rights generally and by general principles of equity. Neither BioAmber nor any Affiliate thereof is in breach or default under any Supply Contract. To the knowledge of the BioAmber Parties, no event has occurred, and no circumstance or condition exists, in respect of the Supply Contracts, that is reasonably likely to (with or without notice or lapse of time) (a) result in a violation or breach of any provision of any Supply Contract; (b) give any Person the right to declare a default or exercise any remedy under any Supply Contract; (c) give any Person the right to accelerate the maturity or performance of any Supply Contract or to cancel, terminate or modify any Supply Contract; or (d) otherwise materially and adversely affect the Company or its Business. Neither BioAmber nor any Affiliate thereof has waived any of its rights under any Supply Contract. To the knowledge of the BioAmber Parties, no counterparty to any Supply Contract is in breach or default under such Supply Contract. tk-420278