Patheon’s Responsibility for Defective Sample Clauses

Patheon’s Responsibility for Defective and Recalled Products 17 6.4 Disposition of Defective or Recalled Products 18 6.5 Healthcare Provider or Patient Questions and Complaints 18 6.6 Sole Remedy 18 ARTICLE 7 19 CO-OPERATION 19 7.1 Quarterly Review 19 7.2 Governmental Agencies 19 7.3 Records and Accounting by Patheon 19 7.4 Inspection 19 7.5 Access 19 7.6 Notification of Regulatory Inspections 20 7.7 Reports 20 7.8 FDA Filings 20 ARTICLE 8 21 TERM AND TERMINATION 21 8.1 Initial Term 21 8.2 Termination for Cause 21 8.3 Product Discontinuation 22 8.4 Obligations on Termination 22 ARTICLE 9 23 REPRESENTATIONS, WARRANTIES AND COVENANTS 23 9.1 Authority 23 9.2 Client Warranties 23 9.3 Patheon Warranties 24 9.4 Debarred Persons 25 9.5 Permits 25 9.6 No Warranty 25 ARTICLE 10 25 REMEDIES AND INDEMNITIES 25 10.1 Consequential Damages 25 10.2 Limitation of Liability 25 10.3 Patheon 26 10.4 Client 26 10.5 Reasonable Allocation of Risk 26
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Patheon’s Responsibility for Defective and Recalled Products 16 6.4 Disposition of Defective or Recalled Products 17 6.5 Healthcare Provider or Patient Questions and Complaints 17 6.6 Sole Remedy 18 ARTICLE 7 18 CO-OPERATION 18 7.1 Quarterly Review 18 7.2 Governmental Agencies 18 7.3 Records and Accounting by Patheon 18 7.4 Inspection 19 7.5 Access 19 7.6 Notification of Regulatory Inspections 19 7.7 Reports 19 7.8 FDA Filings 19 ARTICLE 8 20 TERM AND TERMINATION 20 8.1 Term 20 8.2 Termination for Cause 21 8.3 Product Discontinuation 21 8.4 Obligations on Termination 21 ARTICLE 9 22 REPRESENTATIONS, WARRANTIES AND COVENANTS 22 9.1 Authority 22 9.2 PGx Warranties 22 9.3 Patheon Warranties 23 9.4 Debarred Persons 23 9.5 Permits 23 9.6 No Warranty 24 ARTICLE 10 24 REMEDIES AND INDEMNITIES 24 10.1 Consequential Damages 24 10.2 Limitation of Liability 24 10.3 Patheon 24 10.4 PGx 25 10.5 Reasonable Allocation of Risk 25 ARTICLE 11 25 CONFIDENTIALITY 25 11.1 Confidentiality 25 - ii - CONFIDENTIAL ARTICLE 12 25 DISPUTE RESOLUTION 25 12.1 Commercial Disputes 25 12.2 Technical Dispute Resolution 26 ARTICLE 13 26 MISCELLANEOUS 26 13.1 Inventions 26 13.2 Intellectual Property 27 13.3 Insurance 27 13.4 Independent Contractors 27 13.5 No Waiver 28 13.6 Assignment 28 13.7 Force Majeure 28 13.8 Additional Product 28 13.9 Notices 29 13.10 Severability 29 13.11 Entire Agreement 30 13.12 Other Terms 30 13.13 No Third Party Benefit or Right 30 13.14 Execution in Counterparts 30 13.15 Use of PGx Name 30 13.16 Governing Law 30 SCHEDULE A 1 PRODUCT LIST AND SPECIFICATIONS 1 SCHEDULE B 2 MINIMUM RUN QUANTITY, ANNUAL VOLUME, AND PRICE 2 SCHEDULE C 3 ANNUAL STABILITY TESTING 3 SCHEDULE D 1 ACTIVE MATERIALS 1 SCHEDULE E 2 TECHNICAL DISPUTE RESOLUTION 2 SCHEDULE F 1 COMMERCIAL QUALITY AGREEMENT 1 SCHEDULE G 2 CONFIDENTIAL COMMERCIAL MANUFACTURING SERVICES AGREEMENT THIS COMMERCIAL MANUFACTURING SERVICES AGREEMENT (this “Agreement”) is made as of August 18, 2010 (the “Effective Date”) B E T W E E N: PATHEON PUERTO RICO, INC., a corporation existing under the laws of the Commonwealth of Puerto Rico PATHEON PHARMACEUTICALS INC., a corporation existing under the laws of the State of Delaware (collectively “Patheon”), PGxHealth, LLC a limited liability company existing under the laws of the State of Delaware (“PGx”). THIS AGREEMENT WITNESSES THAT in consideration of the rights conferred and the obligations assumed herein, and for other good and valuable consideration (the receipt and sufficiency of which are acknowledged by ea...
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Related to Patheon’s Responsibility for Defective

  • Seller’s Responsibility If the Seller determines that the Interface Problem is primarily attributable to the design of a Warranted Part, the Seller shall, if so requested by the Buyer and pursuant to the terms and conditions of Clause 12.1, correct the design of such Warranted Part to the extent of the Seller’s obligation as defined in Clause 12.1.

  • ALPS’ Responsibilities In connection with its performance of TA Web, ALPS shall:

  • Specific Responsibilities In addition to its overall responsibility for monitoring and providing a forum to discuss and coordinate the Parties’ activities under this Agreement, the JSC shall in particular:

  • Tenant's Responsibility Landlord shall not be liable to Tenant or to any other person for (i) damage to property or injury or death to persons due to the condition of the Leased Premises, the Building or the common areas, or (ii) the occurrence of any accident in or about the Leased Premises or the common areas, or (iii) any act or neglect of Tenant or any other tenant or occupant of the Building or of any other person, unless such damage, injury or death is directly and solely the result of Landlord's negligence; and Tenant hereby releases Landlord from any and all liability for the same. Tenant shall be liable for, and shall indemnify and defend Landlord from, any and all liability for (i) any act or neglect of Tenant and any person coming on the Leased Premises or common areas by the license of Tenant, express or implied, (ii) any damage to the Leased Premises, and (iii) any loss of or damage or injury to any person (including death resulting therefrom) or property occurring in, on or about the Leased Premises, regardless of cause, except for any loss or damage covered by Landlord's all risk coverage insurance as provided in Section 8.02 and except for that caused solely and directly by Landlord's negligence. This provision shall survive the expiration or earlier termination of this Lease.

  • Landlord's Responsibility During the term of this Lease, Landlord shall maintain in good condition and repair, and replace as necessary, the roof, exterior walls, foundation and structural frame of the Building and the parking and landscaped areas, the costs of which shall be included in Operating Expenses; provided, however, that to the extent any of the foregoing items require repair because of the negligence, misuse, or default of Tenant, its employees, agents, customers or invitees, Landlord shall make such repairs solely at Tenant's expense.

  • Customer Responsibilities (a) The Customer agrees to (i) promptly notify the Bank of any change that the Customer wishes to make to Exhibit B, (ii) promptly notify the Bank if any information contained in the Customer Information Sheet becomes inaccurate or untrue and (iii) indemnify the Bank for any losses resulting from the Customer's failure to adhere to the provisions of Subsection (a) of this Section 11.

  • Joint Responsibility If the Seller determines that the Interface Problem is attributable partially to the design of a Warranted Part and partially to the design of any Supplier Part, the Seller will, if so requested by the Buyer, seek a solution to the Interface Problem through cooperative efforts of the Seller and any Supplier involved. The Seller will promptly advise the Buyer of such corrective action as may be proposed by the Seller and any such Supplier. Such proposal will be consistent with any then existing obligations of the Seller hereunder and of any such Supplier towards the Buyer. Such corrective action, unless reasonably rejected by the Buyer, will constitute full satisfaction of any claim the Buyer may have against either the Seller or any such Supplier with respect to such Interface Problem.

  • Tax Responsibility The Fund shall be liable for all taxes (including Taxes, as defined below) relating to its investment activity, including with respect to any cash or securities held by the Custodian on behalf of the Fund or any transactions related thereto. Subject to compliance by the Fund with its obligations under Section 7.1, the Custodian shall withhold (or cause to be withheld) the amount of any Tax which is required to be withheld under applicable law in connection with the collection on behalf of the Fund pursuant to this Agreement of any dividend, interest income or other distribution with respect to any security and the proceeds or income from the sale or other transfer of any security held by the Custodian. If any Taxes become payable with respect to any prior payment made to the Fund by the Custodian or otherwise, the Custodian may apply any credit balance in the Fund’s deposit account to the extent necessary to satisfy such Tax obligation. The Fund shall remain liable for any tax deficiency. The Custodian is not liable for any tax obligations relating to the Portfolio or the Fund, other than those Tax services as set out specifically in this Section 7. The Fund agrees that the Custodian is not, and shall not be deemed to be, providing tax advice or tax counsel. The capitalized terms “Tax” or “Taxes” means any withholding or capital gains tax, stamp duty, levy, impost, charge, assessment, deduction or related liability, including any addition to tax, penalty or interest imposed on or in respect of (i) cash or securities, (ii) the transactions effected under this Agreement, or (iii) the Fund.

  • Scope of Responsibility Notwithstanding any provision to the contrary, the Escrow Agent is obligated only to perform the duties specifically set forth in this Escrow Agreement, which shall be deemed purely ministerial in nature. Under no circumstances will the Escrow Agent be deemed to be a fiduciary to any Party or any other person under this Escrow Agreement. The Escrow Agent will not be responsible or liable for the failure of any Party to perform in accordance with this Escrow Agreement. The Escrow Agent shall neither be responsible for, nor chargeable with, knowledge of the terms and conditions of any other agreement, instrument, or document other than this Escrow Agreement, whether or not an original or a copy of such agreement has been provided to the Escrow Agent; and the Escrow Agent shall have no duty to know or inquire as to the performance or nonperformance of any provision of any such agreement, instrument, or document. References in this Escrow Agreement to any other agreement, instrument, or document are for the convenience of the Parties, and the Escrow Agent has no duties or obligations with respect thereto. This Escrow Agreement sets forth all matters pertinent to the escrow contemplated hereunder, and no additional obligations of the Escrow Agent shall be inferred or implied from the terms of this Escrow Agreement or any other agreement.

  • Contractor Responsibilities It shall be Tenant’s responsibility to cause each of Tenant’s contractors and subcontractors to:

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