Forecasts and Purchase Orders Sample Clauses

Forecasts and Purchase Orders. (a) Following Regulatory Approval of one of the Initial Products during the term of this Agreement, Reliant shall provide to ASL no later than the first day of the first month of each calendar quarter a non-binding good faith estimate (“Quarterly Forecast”) by quarter of Reliant’s requirements for the Active Ingredient for the calendar quarter and the succeeding three (3) calendar quarters. Reliant will be obligated to purchase 75% of the quantities of API forecasted for the first two (2) succeeding calendar quarters of each Quarterly Forecast. Within (30) days of Regulatory Approval, Reliant shall provide an initial forecast (“Initial Forecast”) for the four calendar quarters following Regulatory Approval. (b) Reliant shall place binding purchase orders for Active Ingredient by written or electronic purchase order (or by any other means agreed to by the parties) to ASL, which shall be placed at least ninety (90) days prior to desired date of delivery. (c) ASL shall be obligated to supply Active Ingredient as ordered by Reliant. To the extent purchase orders in any calendar month exceed One Hundred Fifty percent (150%) of the Quarterly Forecast for the relevant quarter, ASL shall use its best efforts to supply 125% of the quantity ordered. (d) ASL shall maintain minimum inventory levels equal to the binding portion of the then current Quarterly Forecast. The Active Ingredient shall be shipped C.I.F. Duty Unpaid to a Designated Facility or other location agreed by the parties. Active Ingredient shall be shipped upon completion of production in temperature-controlled vehicles in accordance with the specifications including light protecting containers and the Quality Agreement in order to maintain the quality of the Active Ingredient. Carriers selected by ASL must be commercially reputable, able to track shipments and fully insured with adequate coverage to replace the value of the goods shipped. Title and risk of loss pass on delivery to the Designated Facility. (e) All shipments of Active Ingredient shall be accompanied by a packing slip and a certificate of analysis which describes the Active Ingredient, states the purchase order number, confirms that the Active Ingredient conforms in all ways with the Specifications, the Process Description and was manufactured in accordance with GMP and all other requirements of the Act. To the extent of any conflict or inconsistency between this Agreement and any purchase order, purchase order release, confirmation, acc...

Forecasts and Purchase Orders. 3.2.1 Within [***] after the Effective Date, Seres shall provide to GenIbet a non-binding [***] forecast of its estimated requests for each Product and update it within [***] after each calendar [***] (beginning on [***], so that GenIbet shall [***] rolling forecast as to the needs of Seres). Following receipt of each forecast, and without limiting its obligations to supply the Product in accordance with this Agreement, GenIbet shall promptly provide Seres [***] GenIbet’s ability to provide the Product in accordance with such forecast. 3.2.2 Seres shall submit in writing or electronically purchase orders (“Purchase Orders”) for the Product to GenIbet. If Seres submits a Purchase Order to GenIbet without providing at least the Minimum Lead Time, GenIbet will not be required to deliver the ordered Product by the requested delivery date, but will use Commercially Reasonable Efforts to deliver the Product in the Purchase Order on the requested date, but in any event shall deliver the Product within the applicable Minimum Lead Time. The “Minimum Lead Time” for SER-109 is [***], and for other Products shall be as set forth in the applicable Product Manufacturing Plan. ||| 3.2.3 Unless GenIbet expressly notifies Seres otherwise, GenIbet shall be deemed to have accepted any and all such Purchase Orders from Seres; provided that Purchase Orders (other than the Last Time Buy under Section 15.7.5) that exceed the forecasts by more than [***]% in any calendar quarter for the purchase of the Product shall not bind GenIbet for the excess quantity until such Purchase Orders for such excess quantity are accepted by GenIbet. Each Purchase Order shall identify the Product being ordered, the quantity being ordered and the desired shipping date.

Forecasts and Purchase Orders. Prior to Approval, D-NOVO will provide PLANTEX with a [*] month rolling forecast of its requirements by calendar quarter for API. Such rolling forecasts shall be delivered to PLANTEX by or on the fifteenth (15th) day of each calendar quarter during the Term of this Agreement. Notwithstanding the foregoing, D-NOVO’s initial [*] month forecast following Approval shall be provided to PLANTEX within ninety (90) days prior to the anticipated date determined in good faith by D-NOVO for FDA Approval of Finished Product. The first calendar quarter of each [*] month rolling forecast shall be binding on PLANTEX and D-NOVO and shall constitute a firm purchase order (“Firm Purchase Order”) for the API indicated for such calendar quarter. PLANTEX shall supply D-NOVO with (i) the quantities set forth on each such Firm Purchase Order and (ii) such additional amounts that D-NOVO may order in excess of its forecasted amounts constituting Firm Purchase Orders hereunder, provided that PLANTEX shall have confirmed and accepted such additional orders within thirty (30) days of PLANTEX’s receipt of any such additional purchase order. PLANTEX agrees to use reasonable commercial efforts to meet any such additional orders. In the event that PLANTEX determines for any reason (other than force majeure as provided for in Section 15) to discontinue the manufacture of API, PLANTEX shall have the right to terminate its delivery obligations hereunder upon the giving to D-NOVO not less than [*] months prior written notice. The terms and conditions of this Agreement shall apply to all purchase orders issued hereunder, and, if any terms or conditions contained in such purchase orders shall conflict with any terms and conditions contained herein, the terms of this Agreement shall control. No additional terms or conditions set forth in any such purchase order (other than the quantities and delivery dates set forth therein and conforming to the provisions of this Agreement) shall be binding upon PLANTEX, unless agreed to in writing by PLANTEX. Any additional terms therein contained shall be deemed to be a proposed offer of amended terms that shall be deemed objected to by PLANTEX and of no force and effect, notwithstanding any action or inaction by PLANTEX other than its express written approval of such additional terms.

Forecasts and Purchase Orders. (a) During the term of this Agreement, Ethicon shall provide to Genetronics; no later than the first day of each month a non-binding rolling 12 month forecast reflecting Ethicon's monthly requirements for Product(s) for that period. The forecast will be assumed to be mutually agreeable unless Genetronics notifies Ethicon within 10 business days of receipt of said forecast in which case the parties agree to discuss an acceptable alternate forecast. In addition, Ethicon shall provide an initial guidance forecast ("Initial Forecast") 60 days prior to the estimated date of First Commercial Sale of each new Product. Such forecast shall be updated prior to such estimated date of First Commercial Sale. (b) Ethicon shall place binding orders for Products by written or electronic purchase order (or by any other means agreed to by the parties) to Seller, which shall be placed at least 60 days prior to the desired date of delivery. Genetronics shall be obligated to supply no less than 90% of the Products ordered pursuant to this Agreement to the extent the purchase orders are, collectively, no greater than 120% of the monthly forecast provided pursuant to Section 5.3(a) above no less than 90 days prior to delivery of such purchase order. Ethicon shall at all times be obligated to purchase the quantity of the Products requested in such purchase orders.

Forecasts and Purchase Orders. 7.1 Customer shall issue to Contractor, on a monthly basis, a six (6) month rolling forecast setting forth projected demand for the Products (the “Forecast”). Contractor shall use all reasonable commercial efforts, including expediting materials and allocating capacity, in order to support Customer’s request for increased production. 7.2 Contractor will supply all orders that do not exceed the forecast at the delivery times set forth in each Purchase Order. In the event Contractor anticipates at any time that it will not deliver Products within the prescribed timetable as set forth in the applicable Purchase Order, Contractor shall promptly so inform Customer by written notice of such delay. Contractor shall submit proposed revisions to the timetable that reflect Contractor’s best estimates of what can realistically be achieved and shall use its best commercial efforts to achieve such timeline, unless otherwise directed by Customer and confirmed by Contractor.

Forecasts and Purchase Orders. Not later than [***], Gen-Probe shall provide KMC with its initial twelve-month forecast of Gen-Probe's reasonably anticipated requirements for the number of Production Instruments to be delivered by KMC during such twelve-month period. Such forecast shall be updated each six months thereafter during the term of this Agreement for the then succeeding twelve-month period. KMC shall provide Gen-Probe with a definitive and final quote for the Bxxx of Materials (based upon Gen-Probe's PRD) for 20-unit and 100-unit ordering increments by [***]. Not later than [***], Gen-Probe shall deliver to KMC its binding purchase order for the initial six-month period commencing with the delivery of the first Production Instrument (currently anticipated to be on or about [***]) and, subject to the provisions of Section 6.8 below, establishing the schedule for delivery of such Production Instruments. Not later than delivery of each forecast after the initial forecast, Gen-Probe shall provide KMC with its purchase order for the six-month period commencing six months thereafter.

Forecasts and Purchase Orders. 5.1. On the first day of each calendar quarter, TODOS will provide PCL with a non-binding rolling monthly forecast of TODOS’s estimated Product purchase requirements over the upcoming six (6) months (the “Forecast”). 5.2. TODOS shall place orders for the Products by means of written purchase orders delivered to PCL (“Purchase Order(s)”). Each purchase order (other than orders for safety stock) shall include the name and address of the customer and the price at which the Products are being sold to the customer. All orders are subject to written acceptance by PCL, which shall not be unreasonably withheld. PCL shall reply to each Purchase Order within three (3) business days of receipt thereof. 5.3. Products will be shipped and delivered by PCL, to the address designated by TODOS in the applicable Purchase Order in the timeline quoted and agreed to in the purchase order. PCL will provide copies of relevant regulatory documents to ensure TODOS can legally sell the product. The Products will be shipped by air or sea, and stored at TODOS’ laboratory (or other location in the Territories).

Forecasts and Purchase Orders. Beginning on the Effective Date, and thereafter sixty (60) days prior to the first day of each calendar quarter, JVC shall provide to CBI a good faith, quarterly written forecast of Products that JVC expects to purchase and prospective customers over the twelve (12) months commencing with the first day of the next calendar quarter ("Forecasts"). The Parties acknowledge that the Forecasts are for CBI's planning purposes only and shall not be binding upon the Parties. JVC and CBI shall meet, by telephone or in person, not less than once per calendar quarter to review Forecasts.

Forecasts and Purchase Orders. GSK shall issue forecasts and firm purchase orders for its requirements of QS-21 as follows:

Forecasts and Purchase Orders. As soon as reasonably possible after the Effective Date, but in no event no later than June 30, 2014, and monthly thereafter during the Term, Sequenom shall provide Supplier with a non-binding, rolling forecast reflecting Sequenom’s and its Affiliates’ anticipated requirements for Supplier Products for the next four calendar months.