(1) All amounts due and payable with respect to Products delivered by BioCare to the recipient in accordance with Article 8.(2) shall be paid in full amount within forty five (45) days after the recipient’s receipt of an invoice covering such Products. Invoices may not be sent prior to the delivery date of the Products covered by such invoice....
(3) All payment and other amounts due and owing from the recipient hereunder but not paid by the recipient on the due date thereof shall bear interest (in U.S. Dollars) at the rate of the lesser of:
a. twelve percent (12%) per annum; and
b. the maximum lawful interest rate permitted under applicable law.
Such interest shall accrue on the unpaid balance from time to time outstanding from the date on such payment and other amount become due and owing until payment thereof in full.
During the Term of this Agreement, Criticare shall appoint BioCare as the exclusive contracted supplier in the Territory to manufacture Criticare’s designated Products, BioCare shall not manufacture any other products that are in competing with the Criticare’s Products without the prior written consent of Criticare.
BioCare asserts that Criticare breached this provision in 2011 by transferring technology to, and beginning a manufacturing relationship with, Opto in India before the Agreement expired. BioCare also contends that this conduct breached Criticare’s duty of good faith and fair dealing. For this alleged transgression, BioCare is seeking $5,489,580.81 in lost profits or alternatively $6,449,581.50 in "unjust enrichment" allegedly earned by Criticare.
Already registered ?