Pick-Pack-Ship. Invoicing and shipment of orders will be the responsibility of the Service Providers selected by HP.
Pick-Pack-Ship. (a) Supplier shall pick, pack and ship the Product and/or Materials to Customer and/or Customer’s customers in fulfillment of the Orders. [*****]. In the event that Customer requires the building of “pre-packs” and/or multi-packs and such tariffs are not included in Schedule 10.1, and such building results in incremental out of pocket costs to Supplier, then the Parties shall negotiate in good faith fees applicable to the building of such pre-packs or multi-packs and shall agree such fees prior to Supplier undertaking any work.
Pick-Pack-Ship. Subject to DW's prior written approval and the provisions of this paragraph, MCA and/or CIC will render all so-called pick/pack/ship services required by DW for DW Videograms (for which services DW shall reimburse MCA and/or CIC as the case may be for its or their actual direct out-of-pocket costs paid to unaffiliated third parties). DW may elect, in its sole discretion, to discontinue using such services for all "rental" and/or all "sell-through" (as DW determines in its sole discretion) DW Videograms; provided, however, that DW shall not have the right to thereafter re-engage MCA and/or CIC, as applicable, to render any such services which DW has previously discontinued hereunder unless there is a change in the terms on which such services are supplied to MCA and/or CIC by a third party, or to MCA by CIC. If DW elects not to use MCA's and/or CIC's pick/pack/ship services or elects to discontinue such services, DW shall have the right to contract directly with third parties for such services, in which event DW shall agree: (a) to pay such third party suppliers directly; (b) to proceed directly against such third party supplier for such third party supplier's breach; (c) to coordinate (or instruct such third party suppliers to coordinate) information and performance between each other as required and with MCA and CIC; and (d) if MCA or CIC pay substantial actual excess administrative costs as a direct result thereof, to consider in good faith contributing towards such excess costs, provided that DW shall not be obligated to so contribute. Notwithstanding the foregoing, if DW elects not to utilize MCA's and/or CIC's third party pick/pack/ship service provider(s) during any period in which MCA and/or CIC, as applicable, is contractually required to exclusively use such service provider(s) pursuant to an exclusivity arrangement entered into before the date of this Exhibit "B", a copy of which MCA and/or CIC, as applicable, will provide DW prior to execution hereof (provided, however, that notwithstanding anything to the contrary in such written agreements, in no event will DW be bound by such agreements after January 1, 1999) pursuant to DW's determination that such agreement does not extend to DW, then DW agrees to indemnify and hold harmless MCA and/or CIC, as applicable, from a claim or determination that such action by DW was in fact a breach of MCA's and/or CIC's, as applicable, exclusivity obligations under its agreement to a service provider. MCA will ...
