4 ms·
The contract clearly says they're to make their "best reasonable effort" to satisfy this contract. Breaking previous contracts would be unreasonable. To me rea
by Silhouette 6y ago
The contract clearly says they're to make their "best reasonable effort" to satisfy this contract. Breaking previous contracts would be unreasonable.
To me reading the contract as a non-lawyer, the BRE conditions felt like game, set and match to AZ.
For one thing, the definition of "best reasonable efforts" does seem to be ambiguous, but evidently it's intended to relate to what a business comparable to AZ would be expected to do. It seems unreasonable to expect that a large, multinational business manufacturing essential drugs during a public health crisis would knowingly and deliberately breach an existing contract to supply a fixed number of doses on a fixed schedule to another party, which is what AZ reportedly has with the UK.
On top of that, there is the discrepancy between 5.1 and 5.4. The latter says the UK counts as "within the EU" while talking about manufacturing at sites located within the EU, but it also explicitly says the inclusion of the UK is only for that specific clause. Clause 5.1 is specifically about the initial doses and requires AZ to use its BREs to manufacture the initial doses within the EU with no such including-the-UK qualifier.
So it appears that, contractually, AZ is actively required to make BRE to manufacture the initial doses for the EU not in the UK, and in any case, unless there is something very strange hidden in the censored wording, the obligations relating to delivery are also covered by a BRE qualifier.
Presumably this will all end up being decided in court, probably long after it really matters for anything other than financial compensation, but on a first reading by this layperson, it does look like AZ have the stronger case here.