Right of Rejection. If any delivery of Licensed Product fails to comply to the Licensed Product specifications, Abrika shall notify Corium promptly upon discovery, but no later thirty 30 i days from their discovery: 1. Without prejudice of any additional rights arising from the delivery of defective Licensed Product Abrika shall have the right to reject any batch containing defective Licensed Product. Corium shall replace such rejected batch with Licensed Product that conform with the specifications within four (4) weeks of notification thereof. All costs and expenses incurred by Abrika or its licensees in connection therewith (including return or disposal of defective Licensed Product) will be borne by Corium. Payment for the Licensed Product on receipt of the delivery shall not be deemed to imply an acceptance of the Licensed Product(s). If Corium fails to replace Licensed Product(s) in such time period, Abrika or its licensees will either be entitled to a.) seek a remedy for the lack of supply as defined in Article 5 of this agreement; or b.) shall receive a supply of Licensed Product that conforms to the specifications equivalent to the same amount or Licensed Product which was rejected by Abrika at a [*] to the supply price the Licensed Product then in effect. 2. Abrika shall have no further claims fair indirect or consequential damages against Corium, except in the event of a loss or injury is caused by negligence, willful misconduct or criminal act or omission of Corium. 3. Corium shall hold Abrika harmless and indemnify Abrika against any claims from third parties as a result of a defect of Licensed Product. Corium warrants that it has appropriate and adequate insurance to cover claims or damages for which it shall be liable under the terms of this Agreement.
Appears in 3 contracts
Sources: Manufacturing Agreement (Corium International, Inc.), Manufacturing Agreement (Corium International, Inc.), Manufacturing Agreement (Corium International, Inc.)