Common use of Determination of prices Clause in Contracts

Determination of prices. (a) The Price to be paid to Sharp by Manufacturer for the supply of the Packaged Products shall be as set forth on Exhibit A. The Price will not be increased prior to January 1, 2019 except as expressly set forth below. Thereafter, the Parties will review the Price on an annual basis. Sharp shall submit to Manufacturer revised pricing, reflecting increases or decreases in labor or Packaging Material costs for the upcoming year at least sixty (60) days prior to the date on which such increase or decrease shall become effective, along with documentation in reasonable detail to support such increase or decrease. Manufacturer and Sharp shall execute an amended Exhibit A to this Agreement to reflect the adjustment to the Price. Sharp may adjust the Prices set forth on Exhibit A before January 1, 2019 only if a change in Packaging Materials costs would cause the final price per unit of Packaged Product to increase by [***] percent ([***]%) or more, and Sharp shall adjust the Prices set forth on Exhibit A before January 1, 2019 if a change in Packaging Materials costs would cause the final price per unit of Packaged Product to decrease by [***] percent ([***]%) or more, with each such adjustment to be made in accordance with the following: (i) Sharp shall be entitled to increase, and shall decrease, the Price for labor charges and any other costs incurred by Sharp as a result of any Revised Purchase Order, whether it relates to quantities expressed or delivery xxxx requirements; and (i) In the event that the Packaging Materials cost increases, Sharp shall be entitled to increase the Price by the amount of the actual increase in such costs no more than once per calendar year. ln the event that the Packaging Materials cost decreases, Sharp shall decrease the Price by the amount of the actual decrease in such costs no less frequently than once per year. (b) Prior to the commencement of any Subsequent Term, the parties shall negotiate in good faith the Price that shall apply to such Subsequent Term. The parties shall take into account in any such negotiations Xxxxx'x production rates and costs of production as of the end of the then current Term. (c) The Prices set forth on Exhibit A do not include use, consumption, or excise taxes of any taxing authority. The amount of such taxes, if any, will be added to the Price of the Packaged Products in effect at the time of shipment thereof and shall be reflected in the invoices submitted to Manufacturer by Sharp pursuant to Section 5.3. Manufacturer shall pay the amount of such taxes to Sharp in accordance with the payment provisions relating to shipments of Packaged Products set forth in Section 5.3.

Determination of prices. (a) The Price to be paid to Sharp by Manufacturer for the supply of the Packaged Products shall be as set forth on Exhibit A. The Price will not be increased prior to January 1, 2019 except as expressly set forth belowduring the first calendar year of the Term. Thereafter, the Parties will review the Price on an annual basis. Sharp shall submit to Manufacturer revised pricing, reflecting increases or decreases in labor or Packaging Material costs for the upcoming year at least sixty (60) days [**] prior to the date on which such increase or decrease shall become effective, along with documentation in reasonable detail to support such increase or decrease. Manufacturer and Sharp shall execute an amended Exhibit A to this Agreement to reflect the adjustment to the Price. The foregoing notwithstanding, Sharp may adjust the Prices set forth on Exhibit A before January 1at any time during the Term, 2019 only if a change in Packaging Materials costs would cause the final price per unit of Packaged Product to increase by [***] percent ([***]%) or more, and Sharp shall adjust the Prices set forth on Exhibit A before January 1, 2019 if a change in Packaging Materials costs would cause the final price per unit of Packaged Product to decrease by [***] percent ([***]%) or more, with each such adjustment to be made in accordance with the following: (i) Sharp shall be entitled to increase, and shall decrease, increase the Price for labor charges and any other costs incurred by Sharp as a result of any Revised Purchase Order, whether it relates to quantities expressed or delivery xxxx date requirements; and (iii) In the event that a Forecast projects a material decrease from the anticipated volumes set forth in the initial Forecast attached hereto as Exhibit C or any other Forecast preceding a material decrease from anticipated volumes, the parties shall renegotiate in good faith the Price that shall apply to the new volume levels; and (iii) In the event that the Packaging Materials cost increases, Sharp shall be entitled to increase the Price by the amount of for the actual documented increase in such costs no more than once per calendar year. ln the event that the Packaging Materials cost decreases, Sharp shall decrease the Price by the amount of the actual decrease in such costs no less frequently than once per yearcosts. (b) Prior to the commencement of any Subsequent Term, the parties shall negotiate in good faith the Price that shall apply to such Subsequent Term. The parties shall take into account in any such negotiations Xxxxx'x Sharp’s production rates and costs of production as of the end of the then current Term. (c) The Prices set forth on Exhibit A do not include sales, use, consumption, ad valorem, VAT or excise taxes of any taxing authority. The amount of such taxes, if any, will be added to the Price of the Packaged Products in effect at the time of shipment thereof and shall be reflected in the invoices submitted to Manufacturer by Sharp pursuant to Section 5.3. Manufacturer shall pay the amount of such taxes to Sharp in accordance with the payment provisions relating to shipments of Packaged Products set forth in Section 5.3.

Determination of prices. (a) The Price Prices to be paid to Sharp by Manufacturer for the supply of the Packaged Products (including storage) shall be as set forth on Exhibit A. B (the “Packaging Fee”). The Price Packaging Fee for the Product will not be increased prior to January 1, 2019 except as expressly set forth belowduring the first year of the Initial Term. Thereafter, the Parties will review the Price Packaging Fee on an annual basis, and any increase or decrease shall become effective on the anniversary of the Effective Date. Sharp shall submit to Manufacturer revised pricing, reflecting increases any documentation supporting any increase or decreases decrease in labor or Packaging Material Materials costs for the upcoming year at least sixty [***] (60[***]) days prior to the date on anniversary of the Effective Date, which such increase or decrease shall become effective, along with documentation in reasonable detail respect to support such the labor component of the Packaging Fee may not exceed a [***] ([***]) increase or decreasefrom the Packaging Fee for the immediately prior year. Manufacturer and Sharp shall execute an amended Exhibit A B to this Agreement to reflect adjust the adjustment Packaging Fee for the upcoming year as mutually agreed to in accordance with this Section 5.1(a). Notwithstanding the Price. foregoing, at any time during the Initial Term or thereafter, Sharp may adjust the Prices set forth on Exhibit A before January 1, 2019 only if a change in Packaging Materials costs would cause the final price per unit of Packaged Product to increase by [***] percent ([***]%) or more, and Sharp shall adjust the Prices set forth on Exhibit A before January 1, 2019 if a change in Packaging Materials costs would cause the final price per unit of Packaged Product to decrease by [***] percent ([***]%) or more, with each such adjustment to be made B in accordance with the following:following (any such adjustment shall be reflected by a written amendment to Exhibit B): (i) During the Term Sharp shall be entitled to increase, and shall decrease, increase the Price Prices (a) for labor charges charges, Packaging Materials costs and any other costs incurred by Sharp as a result of any (1) Revised Purchase Orders that have quantity and delivery date requirements that are more onerous than the Firm Order for such [***] period or (2) change orders that shorten the delivery date requirements or require an increase in the production volume of the Packaged Products requested in the Firm Order; provided that the Price adjustment will equal the increase in the direct or indirect out-of-pocket costs incurred by Sharp, whether it relates to quantities expressed or delivery xxxx requirements; and (ib) In in the event that there is an increase greater than [***] ([***]) in the cost of the Packaging Materials cost increasesMaterials, in which case Sharp shall be entitled to increase the Price by will pass through the amount of the actual increase in excess of such costs no more than once per calendar year. ln [***] ([***]) to Manufacturer after providing Customer with written documentation supporting any such increase and (c) in the event that a forecast projects a material decrease from the Packaging Materials cost decreasesanticipated volumes set forth in the initial forecast, Sharp provided that the parties shall decrease renegotiate in good faith the Price by Prices that shall apply to the amount of the actual decrease in such costs no less frequently than once per yearnew volume levels. (bii) Prior to the commencement of any Subsequent Term, the parties shall negotiate renegotiate in good faith the Price Prices that shall apply to such Subsequent Term. The parties shall take into account in any such negotiations Xxxxx'x renegotiations Sharp’s production rates and costs of production as of the end of the then current Term. (cb) The Prices set forth on Exhibit A do not include useNotwithstanding the foregoing, consumption, or excise taxes of Sharp will use commercially reasonable efforts to limit any taxing authority. The amount of such taxes, if any, will be added to the Price of the Packaged Products in effect at the time of shipment thereof and shall be reflected in the invoices submitted to Manufacturer by Sharp increases pursuant to Section 5.35.1(a)(i) and Section 5.1(a)(ii). Sharp agrees to provide to Manufacturer shall pay the amount back-up documentation of such taxes all costs changes in detail reasonably sufficient to Sharp justify changes in accordance with the payment provisions relating to shipments of Packaged Products set forth in Section 5.3Price.