Common use of Chargebacks and Credits Clause in Contracts

Chargebacks and Credits. All Chargebacks or Credits with respect to Product sales which occurred prior to the Closing pursuant to a Contract or with respect to Product sales for which Synthon received the purchase price thereof shall be for the account of Synthon and all Chargebacks or Credits with respect to Product sales which occur after the Closing pursuant to a Contract or with respect to which Product was sold by or on behalf of JDS shall be for the account of JDS. For the avoidance of doubt, the parties agree that the party that ultimately receives the benefit of the underlying Product sale shall be responsible for handling and paying any related Chargeback or Credit. Notwithstanding the preceding, in light of the difficulties of determining which party may have sold Product which is the subject of a wholesaler Chargeback or Credit as to which lot numbers are not included in the relevant Chargeback invoice, the parties have agreed to assign responsibility for such Chargebacks and Credits (“Unidentified Claims”) as follows: All such Unidentified Claims with respect to wholesaler invoices to the trade dated on or before the Closing Date plus 24 days shall be for the account of Synthon and all such Unidentified Claims with respect to wholesaler invoices to the trade dated after such date shall be for the account of JDS. In addition, the responsibility for the allocation of wholesaler corrections and customer re-bills, irrespective of when received by Synthon or JDS, shall be allocated in accordance with the preceding provisions based upon the date for the wholesaler invoice which originally reflected the sales to which such correction or re-b▇▇▇ is made. The parties will cooperate and share all relevant wholesaler data so as to be able to allocate the responsibility for Chargebacks and Credits in accordance with the foregoing and to verify such allocations.

Chargebacks and Credits. All Chargebacks or Credits with respect to Product sales of the Products which occurred were recognized prior to the Closing pursuant to a Contract Customer Agreement or with respect to Product sales of the Products for which Synthon Forest or any of its Affiliates received the purchase price thereof shall be for the account of Synthon Forest or its Affiliates and all Chargebacks or Credits with respect to Product sales of the Products, including sales made pursuant to Section 2.02, which occur are recognized after the Closing pursuant to a Contract Customer Agreement or with respect to which Product was the Products were sold by or on behalf of JDS Caraco shall be for the account of JDSCaraco. For the avoidance of doubt, the parties Parties agree that the party Party that ultimately receives the benefit of the underlying sale of the applicable Product sale shall be responsible for handling and paying any related Chargeback or Credit. Notwithstanding the preceding, in light of the difficulties of determining which party Party may have sold Product which is the subject of a wholesaler Chargeback or Credit as to which lot numbers are not included in the relevant Chargeback invoice, the parties have agreed Parties agree to assign responsibility for such Chargebacks and Credits (“Unidentified Claims”) as follows: All all such Unidentified Claims with respect to wholesaler invoices to the trade dated on or before the date which is the Closing Date plus 24 days the Trade Channel Days shall be for the account of Synthon Forest or its Affiliates and all such Unidentified Claims with respect to wholesaler invoices to the trade dated after such date shall be for the account of JDSCaraco. In addition, the responsibility for the allocation of wholesaler corrections and customer re-bills, irrespective of when received by Synthon Forest or JDSCaraco, shall be allocated in accordance with the preceding provisions based upon the date for the wholesaler invoice which originally reflected the sales to which such correction or re-bre-▇▇▇▇ is made. The parties Parties will cooperate in good faith and share all relevant wholesaler data so as to be able to allocate the responsibility for Chargebacks and Credits in accordance with the foregoing and to verify such allocations.