Baxter Distribution Agreement	9 Months Ended
Sep. 30, 2016
DISTRIBUTION AGREEMENT.
DISTRIBUTION AGREEMENT	5. Baxter Distribution Agreement Rockwell has asserted that Baxter is in material default for, among other things, non-payment of certain amounts owed under the Distribution Agreement. Baxter has asserted that Rockwell is in material default under the Distribution Agreement. Pursuant to the dispute resolution terms of the Distribution Agreement, we are engaged in an arbitration process to resolve our respective claims. Baxter made a partial payment of past due amounts owed to us in October 2016 of $3.6 million against approximately $4.1 million in past due receivables outstanding at September 30, 2016. Each party seeks damages and other relief from the other party. We do not believe that Baxter’s claims or defenses are supported by facts. As a result, we have not reserved for the amounts owed to us by Baxter under the Distribution Agreement. We also notified Baxter during the fourth quarter of 2016 that it was in breach of the minimum purchase requirement for concentrate products during the contract year ending October 2, 2016 and that Baxter’s distribution rights would become non-exclusive unless it cured the deficiency. Baxter failed to cure the deficiency during the cure period prescribed in the Distribution Agreement and Baxter disputed its responsibility to cure the deficiency. We subsequently provided Baxter with notice of loss of exclusivity due to its failure to cure as provided in the Distribution Agreement. The determination of whether a breach occurred resulting in a loss of exclusivity and the outcome of the other pending disputes with Baxter will be determined through the arbitration process.

5. Baxter Distribution Agreement

Rockwell has asserted that Baxter is in material default for, among other things, non-payment of certain amounts owed under the Distribution Agreement. Baxter has asserted that Rockwell is in material default under the Distribution Agreement. Pursuant to the dispute resolution terms of the Distribution Agreement, we are engaged in an arbitration process to resolve our respective claims. Baxter made a partial payment of past due amounts owed to us in October 2016 of $3.6 million against approximately $4.1 million in past due receivables outstanding at September 30, 2016. Each party seeks damages and other relief from the other party. We do not believe that Baxter’s claims or defenses are supported by facts. As a result, we have not reserved for the amounts owed to us by Baxter under the Distribution Agreement.

We also notified Baxter during the fourth quarter of 2016 that it was in breach of the minimum purchase requirement for concentrate products during the contract year ending October 2, 2016 and that Baxter’s distribution rights would become non-exclusive unless it cured the deficiency. Baxter failed to cure the deficiency during the cure period prescribed in the Distribution Agreement and Baxter disputed its responsibility to cure the deficiency. We subsequently provided Baxter with notice of loss of exclusivity due to its failure to cure as provided in the Distribution Agreement. The determination of whether a breach occurred resulting in a loss of exclusivity and the outcome of the other pending disputes with Baxter will be determined through the arbitration process.