Third Party Purchasers Sample Clauses
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Third Party Purchasers. Seagate’s Contract Manufacturer may purchase Products directly from Supplier at the same prices as set forth in this Agreement, so long as the Contract Manufacturer purchases the products to incorporate into Seagate products; provided that (i) at Supplier’s option, Seagate and Supplier will make arrangements to mask the prices being paid by Seagate; (ii) the purchases of Products by Seagate’s Contract Manufacturer will apply against the Committed DELFOR and Long-Term Forecasts hereunder, and (iii) the payment terms between Supplier and Seagate’s Contract Manufacturer will be negotiated between them. Seagate agrees that Supplier may, if after notice to Seagate and a reasonable time to cure, withhold delivery of product to Contract Manufacturers who are delinquent in payment or in breach of other terms of the terms so agreed. Seagate’s affiliates that control, are controlled by, or are under common control with Seagate may purchase Products under this Agreement directly from Supplier at the same best in class prices and terms as described above. Unaffiliated third parties are not beneficiaries under this Agreement and are not entitled to enforce this Agreement against either party. Supplier is responsible for entering into separate agreements with any unaffiliated third parties.
Third Party Purchasers. In any case in which prior to the Delivery Date, Chiron informs Cubist in writing that it wishes to cancel (in whole or in part) a binding order for Filled Products, Cubist shall use Commercially Reasonable Efforts to sell such Filled Products to other customers of Cubist at a commercially reasonable price and to the extent that it does so, Chiron shall not be bound to order or pay for such Filled Products, provided, however, if Cubist sells such Filled Products for less than the Transfer Price, then Chiron shall be obligated to pay to Cubist an amount equal to the aggregate Transfer Price corresponding to the Purchase Order for which Chiron canceled its binding order less the purchase price received by Cubist from other customers for such Filled Product that would have otherwise been sold to Chiron pursuant to such Purchase Order.
Third Party Purchasers. All third party purchasers of the ownership interests in SiTech including SiTech Membership Interests shall be subjected to all the obligations and liabilities of the member or Member under this Agreement from whom such third party purchaser purchased such SiTech Membership Interests, including without limitation all representations, warranties, covenants and indemnification obligations of such member or Member.
Third Party Purchasers. Excluding any assignment or transfer to Merck, In the event BioLine assigns or otherwise transfers to a third party (a "Third Party Purchaser") all or part of its ownership in, to or under New Patent Application Rights, such Third Party Purchaser shall be bound by the terms and conditions of this First Addendum (including without limitation the obligation to pay Sublicense Receipts and royalties in connection therewith), and the consideration paid by or on behalf of said Third Party Purchaser under such assignment or transfer, shall be deemed a Sublicense Receipt under the Agreement.
Third Party Purchasers. Each Third-Party Purchaser listed within a Project Order shall be eligible, during the Term, to purchase the Products at the Prices listed within the applicable Project Order directly from Medtronic. Purchases made by Third-Party Purchasers shall be governed by terms and conditions that MiniMed shall flow down to such Third-Party Purchasers, which terms shall incorporate the applicable terms in the applicable Project Order and this Agreement, including without limitation confidentiality and payment obligations. MiniMed shall be responsible for informing each Third-Party Purchaser of the directed buy contemplated by the applicable Project Order and flowing down such applicable terms to each Third-Party Purchaser, and shall not disclose or provide a copy of this Agreement or the Separation Agreement to any Third-Party Purchaser. MiniMed shall guarantee any payment obligation owed by any Third-Party Purchaser to Medtronic. For clarity, Medtronic shall have the same rights and obligations with respect to each Third-Party Purchaser’s purchase and sale as if such purchase or sale was made by MiniMed, and MiniMed shall be liable for any breach of such flowed-down terms by a Third-Party Purchaser. For clarity, no Third-Party Purchaser shall have any rights or remedies under this Agreement or a Project Order, and MiniMed shall remain solely responsible for the performance of such flowed-down obligations.