BIOSITE SHALL
SHIP FHC ORDERS FOR PRODUCTS F.O.B. BIOSITE'S FACILITY IN SAN DIEGO, CALIFORNIA
(AT WHICH POINT TITLE AND RISK OF LOSS SHALL PASS FROM BIOSITE TO FHC), TO FHC'S
WAREHOUSE OR TO SUCH OTHER FHC LOCATION(S) AS FHC MAY DESIGNATE, INSURANCE
PREPAID.
BIOSITE SHALL COOPERATE WITH FHC IN ARRANGING DROP SHIPMENTS OF
PRODUCTS TO CUSTOMERS ON A CASE BY CASE BASIS TO INCLUDE PRODUCTS DESIGNATED BY
BIOSITE AS DROP SHIP PRODUCTS.
FHC SHALL PAY ALL FREIGHT COSTS FOR SHIPPING
PRODUCTS BY FHC'S CUSTOMARY MEANS OR BY ANY OTHER MEANS SPECIFIED BY FHC IN A
PURCHASE ORDER.
BIOSITE SHALL PAY ALL FREIGHT COSTS FOR SHIPPING PRODUCTS BY
ANY MEANS OTHER THAN FHC'S CUSTOMARY MEANS OR THE MEANS SPECIFIED BY FHC IN A
PURCHASE ORDER.
(B)
BIOSITE SHALL NOTIFY FHC IMMEDIATELY IN
WRITING SHOULD BIOSITE BECOME AWARE OF ANY DEFECT OR CONDITION WHICH MAY RENDER
ANY PRODUCT IN VIOLATION OF ANY STATUTE OR REGULATION, OR WHICH IN ANY WAY
MATERIALLY ALTERS THE SPECIFICATIONS OR QUALITY OF SUCH PRODUCT.
(C)
BIOSITE SHALL PROVIDE TO FHC'S SALES
PERSONNEL, AT FHC'S PREMISES OR SUCH OTHER LOCATION AS THE PARTIES MAY AGREE, AT
MUTUALLY CONVENIENT TIMES, SUCH TRAINING IN THE DEMONSTRATION AND USE OF THE
PRODUCTS AS MAY BE REASONABLY REQUESTED BY FHC.
DURING SUCH TRAINING, BIOSITE
SHALL ALSO ADDRESS, IN A REASONABLE MANNER, MARKET INFORMATION, STRATEGIES, AND
TACTICS TO ASSIST FHC'S PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT.
ALL TRAINING MATERIAL, INSTRUCTORS, DEMONSTRATION/TRAINING PRODUCTS AND OTHER
TRAINING COSTS AND EXPENSES THEREFOR SHALL BE BORNE BY BIOSITE; PROVIDED,
HOWEVER, THAT FHC SHALL, AT ITS EXPENSE, PROVIDE TRANSPORTATION AND LODGING FOR
FHC PERSONNEL ATTENDING SUCH TRAINING.
(D)
BIOSITE SHALL PROVIDE TECHNICAL SUPPORT TO
FHC'S SALES PERSONNEL AND CUSTOMERS AND PROMPTLY PROVIDE TO FHC SUCH ADDITIONAL
TECHNICAL INFORMATION DEVELOPED OR ACQUIRED BY BIOSITE FROM TIME TO TIME AS MAY
REASONABLY BE EXPECTED TO BE OF ASSISTANCE TO FHC IN FULFILLING ITS OBLIGATIONS
HEREUNDER.
BIOSITE WILL PROVIDE, AT ITS OWN EXPENSE, A TOLL FREE LONG DISTANCE
TELEPHONE SERVICE FOR TECHNICAL SUPPORT FOR FHC CUSTOMERS AND SALES
REPRESENTATIVES.
* Confidential Treatment Requested
10
(E)
BIOSITE SHALL PROVIDE AT ITS EXPENSE
REASONABLE QUANTITIES OF SUCH INSTRUCTION MANUALS AND POINT OF SALE LITERATURE
AS MAY FROM TIME TO TIME BE REQUESTED BY FHC FOR USE IN CONNECTION WITH THE
DISTRIBUTION OF THE PRODUCTS.
SUBJECT TO FHC'S AND BIOSITE'S PRIOR WRITTEN
APPROVAL, THE FHC NAME WILL BE INCORPORATED IN BIOSITE'S ADVERTISING AND
LITERATURE INTENDED FOR DISTRIBUTION IN THE TERRITORY BY FHC SALES
REPRESENTATIVES, AT FHC'S EXPENSE.
IF REQUESTED TO DO SO BY FHC, BIOSITE SHALL
FURNISH FHC WITH SUITABLE COPY AND PHOTOGRAPHS AND OTHER MATERIALS WHICH THE
PARTIES REASONABLY AGREE FOR USE BY FHC IN CATALOGING THE PRODUCTS.
(F)
DURING THE TERM OF THIS AGREEMENT,
BIOSITE SHALL PROVIDE FHC, UPON REQUEST, WITH UP TO THE NUMBER OF SAMPLES (AS
DEFINED BELOW) OF EACH PRODUCT SET FORTH ON SCHEDULE F, AT THE REDUCED PRICING
SET FORTH IN SCHEDULE F, TO BE USED BY FHC SOLELY IN CONNECTION WITH THE
PROMOTION AND