definiens: ) . Within * * ( as hereinafter defined ) after the Order Date, the Distribution Age nt shall send OSI written notice to indicate the Di stribution Agent ’s receipt of the OSI Purchase Order . Within * * after the Order Date, the Distribution Agent shal l send the Manufacturer the Distribution Agent Purchase Order detailing the Distribution Agent ’s firm orders and required delivery dates for the Product . A Distribution Agen t Purchase Order shall be deemed placed with the Manufacturer on the date the Distribution Agent Pur chase Order is delivered to the Manufacturer pursua nt to Section 15 hereof ( the ) . Within * * after the Distribution Agent ’s Or der Date, the Manufacturer shall send the Distribution Agent written notice to indicate the Manufacturer ’s recei pt of the Distribution Agent Purchase Order and acceptance of the Distribution Agent Purchase Order . In the even t that the Manufacturer has a reasonable reason not to acc ept the Distribution Agent Purchase Order, the Manu facturer shall inform both Distribution Agent and OSI of suc h reason, within * * after the Distribution Agent Or der Date, and thereafter Parties shall negotiate in good fait h as to how such unaccepted order should be treated . However, if the Manufacturer, having received a Distribution Agent Purchase Order * * in advance of the required delivery date, is unable to provide Product to fulfill the r equirements of OSI then OSI may obtain some or all of such quantity of Product from any other manufacturer or intermediary subject to any minimum order requireme nts or other reasonable requirements or constraints, wheth er due to manufacturing scale or otherwise, of such other manufacturer or intermediary . Prior to any such can cellation, OSI shall have a good faith discussion w ith Manufacturer to discuss the Manufacturer ’s ability to remedy such shortage . If after such discussion O SI decides to obtain such cancelled quantity of Product from a nother manufacturer, Manufacturer shall be liable t o OSI for any incremental costs paid by OSI to obtain such ca ncelled quantity of Product from another manufactur er, unless such shortage was primarily caused by OSI ’s failure to deliver 380 to the Manufacturer in accor dance with Section 5.1 of this Agreement, in which case t he Manufacturer shall not be liable for such increm ental costs . Any amounts of Product purchased from third party manufacturers pursuant to this Section shall be deducted from OSI ’s minimum purchasing commitment o f the Product from the Manufacturer as detailed in the Letter Agreement . In the event that OSI provides Pu rchase Orders requiring quantities within * * of the Order Date then the Manufacturer will make reasonable eff orts to accommodate such changes, but shall not be required to do more . For the purposes of this Agreement, means a day that is not a Saturday, Sun day or a day on which banks in New York, New York or Tokyo, Japan are authorized to remain closed