1Price. The Company will sell the Products to the Distributor at its announced prices, which shall not be higher than its lowest price to any wholesale distributor in Virginia. The Company may increase its prices for the Products by giving the Distributor 60 days written notice.
1Price. SENSEONICS shall charge ROCHE, and ROCHE shall purchase from SENSEONICS the quantities of Products ordered pursuant to this Agreement at the Price for each of the Products as set forth in Exhibit 4. The Prices do not include sales, use, excise, value added, transfer or any other taxes or duties levied or assessed by any governmental authority within the Territory, all of which shall be paid by ROCHE. All import and export licenses, consents and approvals for Roche’s distribution of the Product shall be obtained by ROCHE at its own expense. When SENSEONICS has the legal obligation to collect such taxes, the appropriate amount shall be invoiced to ROCHE and paid by ROCHE (in addition to the Price) within forty-five (45) days unless ROCHE provides SENSEONICS with a valid tax exemption certificate authorized by the appropriate taxing authority.
1Price. (a) The consideration for the Sale Shares shall be the sum of EUR 90,000,000 (ninety million euro), less the sum of the South Africa Purchase Price, less the South Africa Net Debt, less the South Africa Third Party Debt, less the Estimated Third Party Net Debt, less the Estimated Related Party Net Debt (such sum being the “Provisional Consideration”), plus the interest referred to in clause 3.3, as adjusted in accordance with clause 4, clause 5 and Schedule 8 to arrive at the completion price (the “Price”).
(b) The Estimated Price (less the Deferred Payment), the Completion Third Party Net Debt, the Completion Related Party Net Debt, plus the South Africa Excess or minus the South Africa Shortfall, as the case may be, plus the Interest, plus one-half (½) of the of the fees payable to the Escrow Bank for its services under the Escrow Agreement and the Deposit Escrow Agreement, less the Deposit (which is already held by the Escrow Bank), shall be paid into the Escrow Bank in accordance with the Escrow Agreement.
(c) The:
(i) Estimated Price (less the Deferred Payment), minus the South Africa Shortfall or plus the South Africa Excess, as the case may be, minus one-half (½) of the premium for the R&W Policy, minus one-half (½) of the fees payable to the Escrow Bank for its services under the Escrow Agreement and the Deposit Escrow Agreement, plus the Interest; and
(ii) the Completion Third Party Net Debt and the Completion Related Party Net Debt, shall be paid to respectively the Seller and the relevant creditors to whom the Completion Third Party Net Debt and Completion Related Party Net Debt is owed out of the Escrow Bank as further specified in the Escrow Agreement.
1Price. Buyer shall purchase the Goods from Supplier at the prices ("Prices") as follows:
(a) The Price for the Goods shall be $2.75 CDN per gram for the minimum order quantity of 50kg unless otherwise agreed upon by the Parties.
(b) Notwithstanding the foregoing, the Parties may agree to different Prices for each Purchase Order based upon the quality metrics and prevailing market prices at the time of each Purchase Order.
1Price. Except as otherwise provided herein, the price for supply of Products under Section 3.1 or 3.2 shall be as set forth in Exhibit 6 - A (as amended).
(a) Cordis may, no frequently than twice per calendar year, on notice to SRM, proportionally increase the price of the Products if Cordis’s actual aggregate costs of manufacture of the Products increase by [***] percent ([***]%) or more due to an increase in prices of raw materials and components. For purposes of clarity, “proportional” increases shall be deemed to mean increases in the same percentage of any such aggregate cost increase experienced by Xxxxxx. Cordis will provide written reasonable documentation to SRM of such cost increases upon request.
(b) In addition to the foregoing, reasonably prior to the start of each fiscal year, the Parties will discuss in good faith whether any changes in volumes, market conditions and/or cost changes experienced by Cordis in manufacturing the Product (including, without limitation, any change in prices of raw materials and components) during the prior fiscal year warrant an adjustment in price to SRM, and if so, what that adjustment will be for the following fiscal year (an “Annual Price Adjustment”). The Parties will cooperate to provide reasonable documentation and other information supporting an Annual Price Adjustment. Annual Price Adjustments described in this subsection (b) shall be agreed to in a writing signed by an authorized representative of each of Cordis and SRM. For clarity, the price of Product does not include the fees, costs, and expenses for the transportation of Product.
2.5. Section 10.2 of the Supply Agreement is hereby replaced in its entirety with the following sentence:
1Price. The Agreement Price for each share of the Stock shall be the amount shown on the Bona Fide Offer made by a third party with respect to Transfers other than by reason of Involuntary Lifetime Transfer not involving a Bona Fide Offer or by reason of death where no Bona Fide Offer is involved. With respect to such Transfers by reason of Involuntary Lifetime Transfers or Transfers by reason of death where no Bona Fide Offer is involved (see sections 1.4 and 1.5 above), the Agreement Price shall be determined under section 2.2 below.
1Price. The prices detailed at SOR shall be firm (non-revisable) not subject to variation in any respect price of the Articles packaged in accordance with the terms of the Contract. The price shall include all costs associated with delivery (including carriage insurance and freight) to the nominated MOD UK Depot and any import duty (see paragraph b below) which has been amortised across the unit price. All Prices are in Pounds Sterling (£) and are inclusive of all royalties, commercial agreements, licence fees and taxes, with the exception of Value Added Tax (see DEFCON 513).
1Price. The prices of the services covered by the Framework Agreement are stated in the Price Sheet. Prices are exclusive of VAT, including any form of fees, taxes and duties, outlays, travel costs, secretarial services, copying and other office expenses, etc., unless otherwise provided in the price list and/or the specifications of requirements.
1Price. The sub-criterion concerns the unit rates offered in the Price List (see section 5.9.6 above). The evaluation will be based on the weighted average unit rate offered for the Lot in question. The weighted average unit rate is calculated as follows: First, a weighted average unit rate for each Situation is calculated based on the indicated need for the lot (see sections 5.9.6.1, 5.9.6.2 and 5.9.6.3), i.e. by multiplying the indicated volume for each candidate type with the offered prices for each candidate type.
1Price. The price for the specific Product delivered by REGENERON to KINIKSA pursuant to a Purchase Order that meets all of the requirements of this Agreement shall be the [***] for such Product and paid in accordance with the [***], as set forth in Section 9.4.2(a) of the License Agreement (Kiniksa Payment to Regeneron for Product Supplied under the Supply Agreement) and the [***] as set forth in Section 9.4.2(b) of the License Agreement [***] (if any) for such period, [***], subject however, to any adjustments set forth in Section 6.3 hereof.
