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Commercial Forecasts Sample Clauses

Commercial Forecasts. 3.6.1 All commercial forecasts provided by Adolor in connection with this Agreement shall be reasonable and made in good faith with the understanding that Corium shall rely on those forecasts for planning its production infrastructure and capacity. 3.6.2 Within one (1) year of anticipated Patch Launch, Adolor will supply Corium with a planning forecast for the eight (8) quarter period following anticipated Patch Launch (the “Planning Forecast”). Such Planning Forecast shall be updated three (3) months prior to Patch Launch. [**] CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION 3.6.3 Following the Patch Launch, on the first business day of each calendar quarter, Adolor shall provide Corium with a purchase forecast for the Patch for the upcoming twelve (12) months based upon Adolor’s best estimates (the “Purchase Forecasts”). Corium will utilize the Purchase Forecasts to purchase long lead-time raw materials. Corium is authorized to purchase raw materials to support production based on the Purchase Forecasts. In the event that the forecasts are not realized and the materials are not needed to support production, Adolor shall reimburse Corium (net 15 days) for the [**] for all raw materials received and stored beyond one hundred and twenty (120) days. If Corium is later able to use such raw materials stored beyond one hundred and twenty (120) days in Patches for Adolor, then Corium will credit the total amount previously paid by Adolor for such materials against outstanding or future invoices. In addition, Adolor shall reimburse Corium for the [**] for all raw materials that become obsolete (beyond usable shelf life) due to an unrealized Purchase Forecast or that become obsolete due to Specification changes (material or artwork changes). If a required Purchase Forecast is not timely submitted for Patches within ten (10) days of Corium’s written request to Adolor for the same, the immediately preceding forecast shall become the new forecast.
Sample 1
Commercial Forecasts. Beginning on the date of the first full quarter prior to the anticipated launch date of the Semnur Product and no later than one month prior to the commercial launch of the Semnur Product, at least fifteen (15) days prior to the beginning of each calendar quarter thereafter, Semnur will submit subsequent rolling quarterly forecasts (Q) of its expected commercial requirements for the twenty four (24) month period thereafter. The first two quarters (i.e. six (6) months Q plus Q+1) of each forecast shall be binding on Semnur, and subsequent quarterly forecasts may not change for such binding months without the consent of Genzyme. The remaining months of each of the quarterly forecasts will not be binding on Semnur, but shall represent Semnur’s projected requirements for the Products. 2.3.1 It is further understood that with respect to each new quarterly forecasts starting after commercial launch of the Semnur Product: (i) the volume forecasted in Q+1 shall not vary by more than plus or minus [...***...] from the volume specified in Q+2 (i.e. months 7, 8 and 9) of the immediately preceding rolling forecast; and (ii) the volume forecasted in months Q+2 shall not vary by more than plus or minus [...***...] from the volume specified in Q+3 of the immediately preceding rolling forecast.
Sample 1
Commercial Forecasts. (a) In order to assist Nastech in its production planning, in the period prior to the First Commercial Sale, Pharmacia shall, as soon as estimated requirements of Units of Products for Commercialization becomes available but in any event no later than six (6) months prior to the first requested delivery of Products for Commercialization, submit to Nastech such estimated requirements (the “Prelaunch Forecast”). The Prelaunch Forecast shall provide monthly estimated requirements of Units of Products for Commercialization for a period of twelve (12) calendar months commencing with the calendar month in which the first Delivery of Products for Commercialization is requested. (b) In order to assist Nastech in its production planning, no later than fifteen (15) days prior to the commencement of the calendar month in which the first Delivery of Products for Commercialization is requested, Pharmacia shall update the Prelaunch Forecast (the “Forecast”). For example, if Pharmacia submits its Prelaunch Forecast in January for delivery in July, Pharmacia shall be required to submit its next estimated requirements no later than June 15. The Forecast shall provide monthly estimated requirements of Units of Products for Commercialization for a period of eighteen (18) calendar months commencing on the calendar month immediately following the submission of the Forecast. Pharmacia shall submit to Nastech the updated Forecast no later than the fifteenth (15th) of each calendar month thereafter during the Term.
Sample 1
Commercial Forecasts. Subject to Section 5.6, (i) on or before the first day of the [***] Month prior to the Month of the anticipated First Commercial Sale of a Product in the Territory as determined by the JCC (the “Target Launch Month”), ARIAD shall submit to MERCK a single combined forecast, as determined by the JCC, for the ARIAD Territory of its Monthly requirements of Marketed Product, and (ii) on or before the last day of the [***] Month prior to the Target Launch Month, MERCK shall submit to ARIAD a single combined forecast for all parts of the MERCK Territory and the ARIAD Territory of its Monthly requirements of Commercial API for Manufacture of both Marketed Product and MERCK Product, and its Monthly requirement for MERCK Product (for information purposes only), in each case (i) or (ii) for the [***] ([***]) Month-period beginning with the first month at which it anticipates requiring delivery thereof (“Anticipated First Delivery Month”). Each Party shall provide an update to its initial forecast on the first (for ARIAD) or last (for MERCK) day of the Months that are [***] ([***]) and [***] ([***]) Months prior to the Target Launch Month, and each Month thereafter until the Anticipated First Delivery Month. Starting with the Anticipated First Delivery Month, such forecast shall cover the [***] Months beginning with the Month in which the forecast is required to be delivered in the case of ARIAD and beginning with the month following the Month in which the forecast is required to be delivered in the case of MERCK. It is understood and agreed, subject to Section 5.3, that forecasts shall be non-binding and shall be used by the Manufacturing Party for planning purposes only.
Sample 1
Commercial Forecasts. [*] prior to Launch of each Licensed Product, Avigen shall provide SDI with a forecast of quantities of such Licensed Product for delivery under these Supply Terms through the first [*] after such Launch. Thereafter, Quarterly on or before the first business day of each Quarter, Avigen shall provide an updated [*] forecast, rolling forward one Quarter in each forecast. The quantities specified in the fourth Quarter of each forecast shall in no event increase by more than [*] as it rolls forward over the next [*] to be the [*] of that forecast. The first [*] of each such forecast (and any prior period in the initial forecast) are binding as follows: (a) Avigen’s purchase order under Supply Terms Section 2.3.4 shall be for no less than [*] of the amount forecasted for delivery [*] (and any earlier period in the initial forecast) and -- to the extent ordered by Avigen in such a purchase order -- SDI must supply up to [*] of the amount forecasted for delivery [*] and (b) as regards [*] when it rolls forward in the [*] to be the [*] Avigen is not entitled (without SDI’s consent) to [*]
Sample 1
Commercial Forecasts 
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Related to Commercial Forecasts

  • Financial Forecasts You understand that any financial forecasts or projections are based on estimates and assumptions we believe to be reasonable but are highly speculative. Given the industry, our actual results may vary from any forecasts or projections.

  • Annual Forecasts As soon as available and in any event no later than 90 days after the end of each Fiscal Year, forecasts prepared by management of the Borrower, in form satisfactory to the Administrative Agent, of balance sheets, income statements and cash flow statements on an annual basis for the Fiscal Year following such Fiscal Year.

  • Rolling Forecasts Company shall provide Polyzen with a quarterly, rolling, written non-binding twelve (12) month forecast of its purchase requirements for the Products (each, a “Forecast”). Company’s initial Forecast shall be provided to Polyzen on the Effective Date. Company’s initial Purchase Order (the “Initial Purchase Order”) shall reflect the initial three months of the Forecast and shall be subject to the terms and conditions as provided in Section 2.2 of this Agreement. Thereafter, Company shall deliver to Polyzen its updated Forecast by no later than 5:00p.m. (EST) of the last business day of the second (2nd) month of the then current Order Period. For example, since the Effective Date of this Agreement is in July 2017, the initial Forecast delivered on the Effective Date would cover August 2017 through July 2018. Polyzen will use commercially reasonable efforts to maintain sufficient production capacity and redundancy to satisfy Company’s then forecasted requirements for the Products, which, in no event, will equal less than three (3) months of orders plus twenty percent (20%) upside flexibility.

  • Forecast Customer shall provide Flextronics, on a monthly basis, a rolling [***] forecast indicating Customer’s monthly Product requirements. The first [***] of the forecast will constitute Customer’s written purchase order for all Work to be completed within the first [***] period. Such purchase orders will be issued in accordance with Section 3.2 below.

  • Rolling Forecast (i) On or before the fifteenth (15th) calendar day of each month during the Term (as defined in Section 6.1 herein), Buyer shall provide Seller with an updated eighteen (18) month forecast of the Products to be manufactured and supplied (each a “Forecast”) for the eighteen (18) month period beginning on the first day of the following calendar month. The first two months of each Forecast will restate the balance of the Firm Order period of the prior Forecast, and the first three (3) months of the Forecast shall constitute the new Firm Order period for which Buyer is obligated to purchase and take delivery of the forecasted Product, and the supply required for the last month of such new Firm Order period shall not be more than one (1) full Standard Manufacturing Batch from the quantity specified for such month in the previous Forecast (or Initial Forecast, as the case may be). Except as provided in Section 2.2(a), Purchase Orders setting forth Buyer’s monthly Product requirements will be issued for the last month of each Firm Order period no later than the fifteenth calendar day of the first month of each Firm Order period, and such Purchase Order will be in agreement with the Firm Order period of the Forecast. If a Purchase Order for any month is not submitted by such deadline, Buyer shall be deemed to have submitted a Purchase Order for such month for the amount of Product set forth in Buyer’s Forecast for such month. (ii) The remainder of the Forecast shall set forth Buyer’s best estimate of its Product production and supply requirements for the remainder of the Forecast period. Each portion of such Forecast that is not deemed to be a Firm Order shall not be deemed to create a binding obligation on Buyer to purchase and take delivery of Products nor a binding obligation of Seller to deliver Products, except as otherwise provided in Section 2.2(f). (iii) Forecast and Purchase Orders shall be in full Standard Manufacturing Batches. If a Product has multiple SKUs, then the composite of the forecasted SKU must equate to the Standard Manufacturing Batch. One Purchase Order shall be issued for each full Standard Manufacturing Batch of Product and contain the required information set forth in Section 2.2(e) hereof.

  • Forecasts Any forecasts provided by DXC shall not constitute a commitment of any type by DXC.

  • Product ACCEPTANCE Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User(s) shall have thirty (30) days from the date of delivery to accept hardware products and sixty (60) days from the date of delivery to accept all other Product. Where the Contractor is responsible for installation, acceptance shall be from completion of installation. Failure to provide notice of acceptance or rejection or a deficiency statement to the Contractor by the end of the period provided for under this clause constitutes acceptance by the Authorized User(s) as of the expiration of that period. The License Term shall be extended by the time periods allowed for trial use, testing and acceptance unless the Commissioner or Authorized User agrees to accept the Product at completion of trial use. Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User shall have the option to run testing on the Product prior to acceptance, such tests and data sets to be specified by User. Where using its own data or tests, Authorized User must have the tests or representative set of data available upon delivery. This demonstration will take the form of a documented installation test, capable of observation by the Authorized User, and shall be made part of the Contractor’s standard documentation. The test data shall remain accessible to the Authorized User after completion of the test. In the event that the documented installation test cannot be completed successfully within the specified acceptance period, and the Contractor or Product is responsible for the delay, Authorized User shall have the option to cancel the order in whole or in part, or to extend the testing period for an additional thirty (30) day increment. Authorized User shall notify Contractor of acceptance upon successful completion of the documented installation test. Such cancellation shall not give rise to any cause of action against the Authorized User for damages, loss of profits, expenses, or other remuneration of any kind. If the Authorized User elects to provide a deficiency statement specifying how the Product fails to meet the specifications within the testing period, Contractor shall have thirty (30) days to correct the deficiency, and the Authorized User shall have an additional sixty (60) days to evaluate the Product as provided herein. If the Product does not meet the specifications at the end of the extended testing period, Authorized User, upon prior written notice to Contractor, may then reject the Product and return all defective Product to Contractor, and Contractor shall refund any monies paid by the Authorized User to Contractor therefor. Costs and liabilities associated with a failure of the Product to perform in accordance with the functionality tests or product specifications during the acceptance period shall be borne fully by Contractor to the extent that said costs or liabilities shall not have been caused by negligent or willful acts or omissions of the Authorized User’s agents or employees. Said costs shall be limited to the amounts set forth in the Limitation of Liability Clause for any liability for costs incurred at the direction or recommendation of Contractor.

  • Comprehensive Evaluation The Comprehensive evaluation is a growth-oriented, teacher/evaluator collaborative process that requires teachers to be evaluated on the eight (8) state criteria. A teacher must complete a Comprehensive evaluation once every six (6) years. Subsequent years they will be evaluated on a Focused evaluation, unless they have received a Basic or Unsatisfactory rating on their final comprehensive summative evaluation. Then they shall continue using the Comprehensive evaluation for the following year. All teachers during their provisional status must be on the Comprehensive evaluation.

  • TRUNK FORECASTING 57.1. CLEC shall provide forecasts for traffic utilization over trunk groups. Orders for trunks that exceed forecasted quantities for forecasted locations will be accommodated as facilities and/or equipment are available. Sprint shall make all reasonable efforts and cooperate in good faith to develop alternative solutions to accommodate orders when facilities are not available. Company forecast information must be provided by CLEC to Sprint twice a year. The initial trunk forecast meeting should take place soon after the first implementation meeting. A forecast should be provided at or prior to the first implementation meeting. The semi-annual forecasts shall project trunk gain/loss on a monthly basis for the forecast period, and shall include: 57.1.1. Semi-annual forecasted trunk quantities (which include baseline data that reflect actual Tandem and end office Local Interconnection and meet point trunks and Tandem-subtending Local Interconnection end office equivalent trunk requirements) for no more than two years (current plus one year); 57.1.2. The use of Common Language Location Identifier (CLLI-MSG), which are described in Telcordia documents BR 000-000-000 and BR 000-000-000; 57.1.3. Description of major network projects that affect the other Party will be provided in the semi-annual forecasts. Major network projects include but are not limited to trunking or network rearrangements, shifts in anticipated traffic patterns, or other activities by CLEC that are reflected by a significant increase or decrease in trunking demand for the following forecasting period. 57.1.4. Parties shall meet to review and reconcile the forecasts if forecasts vary significantly.

  • Product Quality Isoprene, (hereinafter referred to as “Product”) supplied and maintained on consignment at Belpre in accordance with Article 6, and will be in accordance with specifications set forth in Exhibit A. Seller will facsimile to the Buyer at time of shipment a Certificate of Analysis (COA). Seller will provide Buyer six (6) months advanced notification if there is a change in the manufacturing process that will affect the material specifications of Product provided to the Buyer. Product produced by the Seller in different plants is viewed as coming from different supply sources and requires separate qualifications. Product to be shipped for the Seller from third parties must be from a third party qualified by the Buyer based on Buyer’s criteria as specified in Exhibit B. Buyer will have the right to confirm each such shipment-conforms to the agreed specification; Seller must obtain approval prior to shipment any material that does not meet the Buyers specifications. If Seller deliveries Product failing to comply with the specifications set out in Exhibit A, Seller will reimburse Buyer for freight expenses associated with such shipment and be entitled at its option to i) require Seller to replace such defective Product at a price not to exceed the invoice value or ii) to reimburse the invoice value of the defective Product. If, Buyer has cause to complain that the quality of Product delivered to it pursuant to the Contract does not comply with the specification set out in Exhibit A, Buyer will give written notice specifying the nature of its complaint and the parties will promptly meet so as to resolve that complaint. In absence of any agreement to resolve the complaint the parties will appoint at their joint cost a mutually acceptable independent surveyor to examine whether the quality of Product as delivered complied with the specifications set forth in Exhibit A. In the absence of any written notice from Buyer to Seller within 30 days after delivery of the Product, the Product shall be deemed to have been delivered and accepted by Buyer in a satisfactory condition and in all respects in accordance with the specifications and Seller shall have no liability to Buyer with respect to that delivery.

Most Referenced Clauses

Most Referenced Definitions