Forecasts and Firm Orders. (a) With respect to each Supplied Product, at least seven calendar days prior to the beginning of each calendar month during the Term, Purchaser shall give Producer a rolling forecast (each a “Forecast”) of the orders Purchaser expects to place with Producer for such Supplied Product for each month during the rolling forecast period specified in Exhibit A, which Forecast shall satisfy all of the requirements of the master scheduling system employed from time to time by Producer. The Forecast for the binding period specified in Exhibit A shall contain specific dates for shipment (and Producer and Purchaser shall cooperate to cause shipments to occur promptly after release at the Production Facility, and in any case in a reasonable manner to avoid unreasonable or undue burden on Producer’s other businesses and operations at such Production Facility) and shall be binding on both Producer and Purchaser regarding such Supplied Product to be purchased or supplied by the respective Parties (a “Firm Order”), subject to Section 2.8(b). The quantities of Supplied Products (or any components thereof, if applicable and different from the binding period for Supplied Products generally) for the final month of the applicable binding forecast period subject to a Firm Order may not vary by more than 15% from the forecasted quantities contained in the immediately preceding Forecast for such month prior to its inclusion in a Firm Order. Forecasts relating to each Supplied Product beginning on the date of this Agreement were delivered to Producer by Xxxxxxxxx at the time of signing this Agreement. Without limiting Section 2.2, minimum per order quantities for each Supplied Product, if any, shall be set forth in Exhibit A.
(b) Each Firm Order shall give rise to a binding obligation of Purchaser to purchase, accept and pay for the quantities of Supplied Products referred to therein. Notwithstanding the foregoing or Section 2.8(a), Producer shall use commercially reasonable efforts to meet Purchaser’s requested quantities and shipment dates for increased orders in excess of the permitted amounts if such amounts can be reasonably accommodated (at Purchaser’s expense) without unreasonably interrupting, or otherwise diverting resources from, Producer’s other businesses. Producer shall be deemed to have accepted and shall be bound by any Firm Order submitted to Producer, as such Firm Order may be changed as provided in the preceding sentence, and Purchaser shall be required to pay f...
Forecasts and Firm Orders. Within thirty (30) days of the Effective Date and thereafter, on or before January 1st, April 1st, July 1st and October 1st of each calendar year during the Term of this Agreement and any extension or renewal thereof, Oxford shall provide StemCell with a non-binding forecast, expressed quarterly, for the following nine (9) months. The schedule of forecast due dates for the corresponding periods are provided in Schedule “A”.
Forecasts and Firm Orders. With effect from 1 February 2014, no later than one (1) week prior to the end of each month, Distributor shall provide a forecast of its estimated monthly requirements of the Products for at least the six (6) month period beginning with the following month on a Country by Country basis (each, a “Forecast”). The beginning month of each Forecast shall be referred to as “Month 1” and each subsequent month shall be numbered sequentially. The quantity of Products indicated for Months 1–4 shall be firm and binding on Distributor (a “Firm Order”). Months 5–6 of each Forecast will remain flexible and can be varied by Distributor, subject to Distributor’s efforts to achieve the Target Sales by the Target Dates. Distributor shall be obligated to purchase at least such quantities of Product as are set forth in each Firm Order. The initial Forecast is attached as Schedule 5.
Forecasts and Firm Orders. (i) Buyer's forecasted requirements will be made available to Seller on a quarterly basis. Any forecasts or estimates of such requirements provided to Seller by Buyer shall be non-binding, and Seller acknowledges that it shall not be entitled to and shall not rely on such forecasts or estimates as binding commitments unless they are expressly stated as such by Buyer in writing.
(ii) Buyer will place orders with Seller by sending the order consist file (each, a "Firm Order") specifying the Product, quantity, requested and/or restricted shipping dates, and delivery location.
Forecasts and Firm Orders. (a) Within five (5) days after the beginning of each month, commening March 2023, Aspire shall (i) provide Shenzhen Yi Jia with (i) place a Firm Order for Products to be delivered in the following month and (ii) a non-binding forecast of its estimated requirements of Products during the following three months. Thus, for example, by March 5, 2023, Aspire shall provide Shenzhen Yi Jia with a binding purchase order for April 2023 and non-binding forecasts for the months of May, June and July 2023.
Forecasts and Firm Orders. On a monthly basis Zimmer shall provide to Tutogen a twelve (12) month rolling forecast of the anticipated quantities of the Products that Zimmer expects to order on a country-by-country basis (each, a "Forecast"). The first four (4) months of each Forecast shall be binding (each, a "Binding Forecast") and Zimmer agrees to place firm orders for at least that number Products set forth in each Binding Forecast (on an aggregate basis and not on a country-by-country basis, unless there are special packaging requirements for a particular country in which case Zimmer shall place firm orders for at least that number of Products set forth in the Binding Forecast for such country). The remaining eight (8) months of each Forecast shall be non-binding and for planning purposes only. The first Forecast will be delivered to Tutogen upon execution of this Agreement.
Forecasts and Firm Orders. Upon the execution of the Supply Agreement and [**] thereafter, GSK shall provide Sepracor with a rolling [**] forecast of its estimated quarterly purchases of Bulk Tablets (the “Forecast”) for both commercial and Clinical Supply needs. Except as set forth below, each Forecast will be non-binding and will represent only GSK’s good faith estimate of expected orders for the Bulk Tablets. However, for each such Forecast, the [**] will be a firm order (purchase orders for such firm orders will also be provided in accordance with Supply Agreement) and will represent GSK’s commitment to Sepracor to purchase the amount of Bulk Tablets indicated in such portion of the Forecast. For the [**] period of each such Forecast, the quantities of Bulk Tablets actually purchased by GSK shall not be [**]. GSK shall also provide Sepracor with non-binding mid-term and long-term forecasts on a yearly basis (for years [**]), which shall not exceed [**] years.
Forecasts and Firm Orders. Mylan shall provide Xxxxxxx with the forecasts required by the Forecast Mechanism (as defined in the Xxxxxxx Agreement) and firm purchase orders as required by Article 8 of the Xxxxxxx Agreement for Compound.
Forecasts and Firm Orders. On the Effective Date, DENDREON shall provide GSK with a [***] non-binding rolling forecast of its Product requirements for the purpose of facilitating GSK’s capacity allocation and production planning efforts. DENDREON shall submit an updated forecast on or before the first business day of each subsequent calendar quarter. The [***] of each forecast shall be deemed a Firm Order. Each [***] shall specify target Product requirements for each calendar quarter in the [***]. Unless otherwise agreed by the Parties, [***] and in accordance with other parameters set forth herein. Each Firm Order shall be accepted or rejected pursuant to written notice delivered to DENDREON within five (5) business days of receipt by GSK of the applicable forecast. Any Firm Order that is accepted by written notice or is deemed accepted because GSK did not either accept or reject the Firm Order in writing within five (5) business days of GSK’s receipt of the same shall be binding on each Party. In the event that GSK rejects a Firm Order pursuant to this Section 3.3, GSK shall (i) communicate with DENDREON the reasons that it is unable to satisfy such Firm Order, and (ii) the Parties may meet to discuss potential modification of the Firm Order that may result in GSK’s acceptance of such Firm Order.
Forecasts and Firm Orders. 4.01 Within [***] after the Effective Date of this Agreement, NEW RIVER will provide ORGANICHEM with a written, non-binding forecast showing NEW RIVER’s estimated requirements for API, by month, covering a [***] period. Following FDA approval of the first Drug Product, NEW RIVER will issue on the fifteenth (15th) day of every calendar [***] a non-binding forecast update for the next [***] period commencing on the first day of the immediately following quarter.
4.02 Firm orders for API shall be placed by NEW RIVER in writing (each such writing, a “Purchase Order”) on the [***] day of each [***] month and at a [***] prior to desired delivery date.
4.03 Provided Purchase Orders are consistent with the most recent Near Term Forecast (i.e., the quantity of API ordered by NEW RIVER for the [***] period covered by a particular Near-Term Forecast does not exceed the amount forecast by NEW RIVER in such Near-Term Forecast, by more than [***] as permitted in Section 3.02) , ORGANICHEM agrees to accept Purchase Orders from NEW RIVER and ship an amount of API identified in the applicable Purchase Order, up to the [***] Notwithstanding the foregoing, ORGANICHEM will use [***] efforts to meet NEW RIVER’s demand for API in amounts [***], and shall provide, upon NEW RIVER’s written request, written confirmation to NEW RIVER that ORGANICHEM has sufficient Manufacturing capacity to satisfy the most recent Near-Term Forecast. Within [***] after receipt of NEW RIVER’s Purchase Order, ORGANICHEM shall confirm receipt of the Purchase Order and confirm the delivery date of such quantity of API as set forth in the applicable Purchase Order.
4.04 NEW RIVER may cancel any Purchase Order by providing ORGANICHEM not less than [***] written notice. In the event that NEW RIVER cancels any order for API, NEW RIVER [***] For clarity, in the event NEW RIVER cancels a Purchase Order with less than [***], ORGANICHEM may, at its sole discretion, require that [***]
4.05 The parties recognize that the manufacture of API involves the use of a substance that is regulated by the DEA. For the purposes of fulfilling its obligations to obtain approval to manufacture such controlled substance, NEW RIVER shall, no later than April 1st of each calendar year of the Term, provide to ORGANICHEM a written estimate of its expected purchases of API from ORGANICHEM during the following calendar year. NEW RIVER shall also promptly notify in writing any significant change in such forecast following the April 1s...
