Third Party Production Clause Samples

Third Party Production. Notwithstanding anything to the contrary herein, AIPC may produce branded retail products for third parties, other than for Bord▇▇, ▇▇rs▇▇▇ ▇▇ Bari▇▇▇, ▇▇ any of the Bord▇▇, ▇▇rshey or Barilla brands, without CPC's consent

Third Party Production. If (i) Emmaus fails to timely deliver ninety percent (90%) of the amount of any Products ordered by NIT pursuant to accepted purchase orders as required hereunder for any reason excluding force majeure, as measured over any period of sixty (60) or more consecutive days, or (ii) greater than ten percent (10%) of the amount of any Products delivered by E▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, as measured over any period of sixty (60) or more consecutive days, do not conform, for any reason within E▇▇▇▇▇’s control, to the specifications for such Products set forth in Exhibit A or are not manufactured in conformance with applicable regulatory requirements, including without limitation applicable GMPs (each, a “Trigger Event”), then NIT shall have the following remedies, which are cumulative and in addition to all other rights and remedies available hereunder and at law: (a) NIT shall, promptly after written notice from Emmaus that is has cured in all material respects the root cause(s) of the Trigger Event, determine in good faith, via audit and inspection pursuant to Sections 2.2(a) and (b), whether E▇▇▇▇▇ has cured the root cause(s) of the Trigger Event in all material respects; provided that pending such determination, E▇▇▇▇▇ shall use Commercially Reasonable Efforts to prioritize NIT’s accepted purchase orders and to cause its contract manufacturer(s) to prioritize and expedite production of replacement batches. (b) NIT may, upon ten (10) days' written notice, bypass Emmaus and procure the Products directly from: (A) Emmaus's then-current contract manufacturer(s) approved under applicable regulatory filings, and Emmaus shall fully cooperate with NIT's direct contact and procurement from such manufacturer(s) (including providing all necessary introductions, purchase specifications, pricing terms, and regulatory documentation); or (B) if permitted without new regulatory approval, an NIT-selected alternate manufacturer. Such third-party supply under (A) or (B) shall terminate upon NIT's written determination in good faith given promptly after written notice from E▇▇▇▇▇ that it has cured in all material respects the root cause(s) of the Trigger Event, via audit and inspection pursuant to Sections 2.2(a) and (b), that E▇▇▇▇▇ has cured the root cause(s) of the Trigger Event in all material respects and demonstrated sustained compliance (i.e., no Trigger Event) for a period of at least sixty (60) consecutive days; provided that NIT shall use Commercially Reasonable Efforts to complete ...

Third Party Production. 11 -ii- 4 TABLE OF CONTENTS (CONTINUED)

Third Party Production. A Member shall not, directly or indirectly, gather, transport, process or fractionate any Lateral Opportunity owned by any Person other than a Member, whether by construction or acquisition of any pipeline laterals or extensions to connect such Lateral Opportunity to the Transmission Pipeline or the Producer Pipeline or any other pipeline or system (a “Third Party Lateral Opportunity”), or vote for, consent to or exercise any other rights it may have to approve or participate in the undertaking of a Third Party Lateral Opportunity by any of its Related Companies, until such Third Party Lateral Opportunity has been rejected or otherwise forfeited by the Company pursuant to this Section 2.7(b). If the Members do not approve the undertaking of such Third Party Lateral Opportunity by the Company within ten (10) days after receipt of the applicable Lateral Opportunity Notice, any Member who voted in favor of such Third Party Lateral Opportunity (a “Participating Member”) may elect to participate (or approve participation by or agree to participate with any of its Related Companies) in such Third Party Lateral Opportunity but only on the terms and conditions set forth in the applicable Lateral Opportunity Notice and only if such Third Party Lateral Opportunity connects to the Transmission Pipeline or the Producer Pipeline. Such Participating Member shall be free for a period of sixty (60) days after such initial ten (10) day Company approval period to enter into definitive agreements relating to, or otherwise consummate, the Third Party Lateral Opportunity on the terms and conditions set forth in the applicable Lateral Opportunity Notice (but only if such Third Party Lateral Opportunity connects to the Transmission Pipeline or the Producer Pipeline), or to approve or to participate in any similar actions by any of its Related Companies, without any further obligation or duty to the Company or any non participating Member with respect to such Third Party Lateral Opportunity. If no such definitive agreements are entered into or the Third Party Lateral Opportunity is not otherwise consummated prior to the expiration of such sixty (60) day period, such Participating Member shall not take any action with respect to such Third Party Lateral Opportunity (including any action to approve or participate in the undertaking of such Third Party Lateral Opportunity by any of its Related Companies), without again offering the same to the Company in accordance with Section 2.7(...

Third Party Production. Notwithstanding anything to the contrary herein, AIPC may produce branded retail products for third parties, other than for Bord▇▇, ▇▇rshey or Barilla, or any of the Bord▇▇, ▇▇rs▇▇▇ ▇▇ Bari▇▇▇ ▇▇▇nds, without CPC's consent provided that such production in any Contract Year is limited to approximately three (3) million pounds in any quarter of any Contract Year, subject to an annual maximum of twelve (12) million pounds in any Contract Year, and further provided that AIPC is capable of satisfying CPC's Actual requirement for Products ordered from AIPC (up to the applicable annual AIPC Guaranteed Maximum Volume).

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