Common use of Forecasts and Orders Clause in Contracts

Forecasts and Orders. 7.3.1 Not less than *** (***) days prior to the first day of each calendar quarter (commencing with the first calendar quarter in which ViroPharma, its sublicensees or their respective Affiliates order API from Halozyme hereunder), ViroPharma shall prepare and provide Halozyme with a written forecast of its good faith estimated requirements for API under this Section 7.3 for each of the subsequent *** (***) calendar quarters. ViroPharma shall not (a) increase or decrease the quantity estimated for the *** quarterly period of each forecast from the quantity estimated for the *** quarterly period of the previous forecast, (b) increase or decrease the quantity estimated for the *** quarterly periods of each forecast by more than *** percent (***%) of the quantity estimated for the *** quarterly periods of the previous forecast, respectively, without the prior express written consent of Halozyme. The quantities estimated for the *** quarterly periods of each forecast shall be non-binding, and for planning purposes only.

Forecasts and Orders. 7.3.1 Not less than *** ([***) **] days prior to the first day of each calendar quarter (commencing with the first calendar quarter in which ViroPharmaIntrexon, its sublicensees or their respective Affiliates order API from Halozyme hereunder), ViroPharma Intrexon shall prepare and provide Halozyme with a written forecast of its good faith estimated requirements for API under this Section 7.3 for each of the subsequent *** ([***) **] calendar quarters. ViroPharma Intrexon shall not (a) increase or decrease the quantity estimated for the [*** ***] quarterly period of each forecast from the quantity estimated for the [*** ***] quarterly period of the previous forecast, (b) increase or decrease the quantity estimated for the [*** ***] quarterly periods of each forecast by more than *** percent ([*****] percent ([*****]%) of the quantity estimated for the [*** ***] quarterly periods of the previous forecast, respectively, without the prior express written consent of Halozyme. The quantities estimated for the [*** ***] quarterly periods of each forecast shall be non-binding, and for planning purposes only.