Firm Purchase Commitment. “Firm Purchase Commitment” shall mean the obligation of DSM to supply and of Barrier to purchase, the quantities forecasted by Barrier in accordance with Section 6.3 hereinafter.
Firm Purchase Commitment. 5.3.1. The forecast of the next current [***] period of the Monthly Forecast shall always constitute a firm purchase commitment (the “Firm Purchase Commitment”) which shall state in detail the quantities of Products ordered and the required delivery dates, and shall be binding on the Parties regarding Products to be purchased, unless the Parties are unable to resolve any issues with respect to Additional Quantities. In such an event, the Parties will agree to the Firm Purchase Commitment for the month in which there exist any unresolved issues for Additional Quantities. The forecast for the remaining [***] period of the Monthly Forecast is for planning purposes only and shall not constitute a commitment to purchase or supply Product, except month [***] which shall be used for planning of purchased materials. In the event that RevitaLid does not ultimately purchase the forecast quantities for the Firm Purchase THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [***] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Commitment period, it shall be obligated to pay to Nephron for any deficient quantities under Firm Purchase Commitment, unless the Parties otherwise agree that such deficient quantities may be transferred to the next Firm Purchase Commitment period.
Firm Purchase Commitment. The forecast of the most current three (3) month period shall always constitute a firm purchase commitment (the “Firm Purchase Commitment”) which shall state in detail the quantities of Products ordered and the required delivery dates, and shall be binding on the Parties regarding Products to be purchased. The second three (3) month period (months four (4) through six (6)) of the Monthly Forecast shall also constitute a Firm Purchase Commitment; however, the quantities stated for such months shall, at Barrier’s sole option, be subject to *** in each *** until ****** of the ***, at which point the ***. The forecast for the remaining eighteen (18) month period of the Monthly Forecast is for planning purposes only and shall not constitute a commitment to purchase or supply Product. In the event that Barrier does not ultimately purchase the Firm Purchase Commitment as herein provided or the *** as provided in Section 2.2, it shall be obligated to pay to DSM the Product Price per Unit for any deficient quantities. Month Allowable Forecast Variation 1–3 *** 4 ***% 5 ***% 6 ***%
Firm Purchase Commitment. Onyx shall not be bound to any Firm Purchase Commitment (as defined below) until after its receipt of Product Approval. Thereafter, the forecast of the most current six (6) month period of the Monthly Forecast shall constitute a firm purchase commitment (the “Firm Purchase Commitment”) which shall state in detail the quantities of the Product ordered and the required Delivery Dates, and shall be binding on the Parties regarding the Products to be purchased. The forecast for the remaining twelve (12) month period of the Monthly Forecast is for planning purposes only and shall not constitute a commitment to purchase or supply Product. During [*] production, DSM will notify Onyx in writing of the actual start date of production. In the event that Onyx does not ultimately purchase the forecast quantities for (i) the [*] of the Firm Purchase Commitment period ([*]), it shall be obligated to pay to DSM for any deficient quantities on the basis of [*] of the Product Price for those quantities which Onyx failed to purchase during such Firm Purchase Commitment period, and (ii) the [*] of the Firm Purchase Commitment period ([*]), it shall be obligated to pay to DSM for any deficient quantities on the basis of [*] of the Product Price for those quantities which Onyx failed to purchase during such Firm Purchase Commitment period. If DSM is unable for any reason, other than the failure of Onyx’s Designated Vendors timely to provide Excipients as referenced in Section 4.4, to supply the Firm Purchase Commitment to Onyx on a timely basis, (a) Onyx shall not be obligated to pay for any portion of the Firm Purchase Commitment which DSM could not deliver, and (b) DSM will use all reasonable commercial efforts to schedule new manufacturing to fulfill the Firm Purchase Order requirements as soon as possible, subject to its existing obligations and manufacturing schedule for the facility.
Firm Purchase Commitment. The forecast of the most current six (6) month period from the monthly Forecast required under section 5.1.2 shall always constitute a binding firm purchase commitment (the “Firm Purchase Commitment”) which shall state in detail the quantities of Products ordered and the required delivery dates, and shall be binding on the Parties regarding Products to be purchased. The forecast for the remaining twelve (12) month period of the Monthly Forecast is for planning purposes only and shall not constitute a commitment to purchase or supply Product. In the event that ORPHAN does not ultimately purchase the forecast quantities for the Firm Purchase Commitment period, it shall be obligated to pay to DSM for any deficient quantities on the basis of the Product Price, less cost of materials which were, otherwise not utilized by DSM for production of Product as the result of Orphan’s failure to purchase the required quantities. However, if DSM is unable for any reason other than, the failure of Orphan’s designated vendors to provide API and/or Excipients, to supply the Firm Purchase Commitment to ORPHAN, ORPHAN shall not be obligated to pay for that portion of the Firm Purchase Commitment which DSM could not deliver. As of the end of each calendar year hereunder, if ORPHAN has failed to purchase the minimum annual quantity as set forth in Section 4.2, it shall likewise pay DSM for any deficient quantities on the basis set forth above in this Section 5.1.3.
Firm Purchase Commitment. AMAG’s only obligation to purchase, and DSM’s only obligation to sell, shall be those quantities referenced in the Firm Purchase Commitment in Section 6.2.
Firm Purchase Commitment. The forecast of the first (1st) [***] months of the Monthly Forecast (i.e., the current month and the next [***] shall always constitute a firm purchase commitment (the “Firm Purchase Commitment”) and a firm obligation of DSM which shall state in detail the quantities of Products ordered and the required delivery dates, and shall be binding on the Parties regarding Products to be purchased. The forecast for the remaining portion of the Monthly Forecast is for planning purposes only and shall not constitute a commitment to purchase or supply Product. In the event that AMAG does not ultimately purchase the forecast quantities for each Firm Purchase Commitment period, it shall be obligated to pay to DSM for any deficient quantities on the basis of [***] of the Product Price for those quantities which AMAG failed to purchase during the applicable Firm Purchase Commitment period. For clarity, unless AMAG delays or cancels any portion of the Firm Purchase Commitment, AMAG shall only be obligated to pay DSM for the Product actually delivered under such Firm Purchase Commitment.
Firm Purchase Commitment. “Firm Purchase Commitment” shall mean the obligation of DSM to supply and of Discovery Labs to purchase, the quantities forecasted by Discovery Labs in accordance with Section 6.3 hereinafter.
Firm Purchase Commitment. The forecast [ *** ] contained in any Monthly Forecast shall always constitute a firm purchase commitment (the “Firm Purchase Commitment”) and such forecast shall state in detail the quantities of Products ordered and the required delivery dates, and shall be binding on the Parties regarding Products to be purchased. The forecast for the [ *** ] period of the Monthly Forecast is for planning purposes only and shall not constitute a commitment to purchase or supply Product. [ *** ] However, if DSM is unable for any reason, other than the failure of Discovery Labs’ Designated Vendors timely to provide API and/or Excipients as referenced in Section 4.4, to supply the Firm Purchase Commitment to Discovery Labs, Discovery Labs shall not be obligated to pay for that portion of the Firm Purchase Commitment which DSM could not deliver, and other minimum purchase requirements or contract quantities shall be adjusted proportionately for that Contract Year by the amount that DSM was unable to deliver.
Firm Purchase Commitment. Based on a good faith negotiation and the estimated Source Plasma delivery dates as set forth in Section 2.2, between the parties with respect to the Annual Forecast of quantities of Product, Sanofi Pasteur shall, on or before [***] of each year during the term of this Agreement, provide BPC with a binding purchase order (the “Firm Purchase Commitment”) for Product to be purchased the following calendar year, with an estimated quarterly volume breakdown and Product delivery dates. BPC shall confirm its agreement with the Firm Purchase Commitment in writing within [***] Business Days of the receipt of the Sanofi Pasteur purchase order. This Firm Purchase Commitment shall be binding on the parties.
