Common use of Minimum Purchase Obligations Clause in Contracts

Minimum Purchase Obligations. 7.3.1 Disetronic shall purchase no less than the Minimum Purchase Obligations for sale in the European Territory in each calendar year; provided, Disetronic's obligation to purchase such amounts shall not commence until the earlier of (a) Disetronic obtaining National Registrations in ***. In the event Disetronic does not obtain such -14- Initials: ____ ____ *** CONFIDENTIAL TREATMENT REQUESTED National Registrations until *** Disetronic's Minimum Purchase Obligations for year 2001 shall be *** (e.g. if such National Registrations are not obtained until ***, Disetronic shall only be obligated to purchase *** in 2001). *** of the Minimum Purchase Obligations shall be purchased in the first six months of the calendar year. 7.3.2 Disetronic and TheraSense agree to renegotiate the Minimum Purchase Obligations in the event that (i) Disetronic sells less than *** of the amount of *** in the European Territory in any year, and (ii) such sales shortfall is primarily attributable to TheraSense alone (e.g., inability to deliver FreeStyle Product to Disetronic for more than 30 days with no fault attributable to Disetronic, or a product recall due to a product defect) or due to a fundamental technological, regulatory or economic change in market conditions beyond the reasonable control of Disetronic (e.g., cessation of reimbursement by appropriate agencies in countries within the European Territory). 7.3.3 Disetronic and TheraSense agree that in the event that IVD-CE xxxx for FreeStyle Products is not obtained by *** the time period for achieving the Minimum Purchase Obligations set forth in Exhibit C for 2001 will be extended by the number of days between June 30, 2001 and the date on which TheraSense obtains the IVD-CE xxxx for FreeStyle Products, and that the dates for meeting the Minimum Purchase Obligations set forth in Exhibit C for years 2002 - 2005 shall be extended accordingly. For example, in the event that TheraSense obtains the IVD-CE xxxx on *** then Disetronic shall be obligated to purchase *** strips during the period between *** and ***; *** strips during the period between *** and ***; *** strips during the period between *** and ***; etc. In the event that IVD-CE xxxx for FreeStyle Products is not obtained by *** then Disetronic and TheraSence agree to ***. 7.3.4 Without limiting the foregoing, within *** from the end of a calendar year, TheraSense shall give Disetronic notice of any failure by Disetronic to meet Minimum Purchase Obligations in such prior calendar year. Subject to the foregoing, if Disetronic fails to meet the Minimum Purchase Obligations during the *** of the *** or in any *** thereafter of the Initial Term (as defined in Section 13.1 below), TheraSense shall have the right, at its option, to terminate this Agreement for cause pursuant to Section 13.2 hereof.

Minimum Purchase Obligations. 7.3.1 Disetronic shall purchase no less than the Minimum Purchase Obligations for sale in the European Territory in each calendar year; provided, Disetronic's obligation to purchase such amounts shall not commence until the earlier of (a) Disetronic obtaining National Registrations in ***. In the event Disetronic does not obtain such -14- Initials: ____ ____ *** CONFIDENTIAL TREATMENT REQUESTED National Registrations until *** Disetronic's Minimum Purchase Obligations for year 2001 shall be *** (e.g. if such National Registrations are not obtained until ***, Disetronic shall only be obligated to purchase *** in 2001). *** of the Minimum Purchase Obligations shall be purchased in the first six months of the calendar year. 7.3.2 Disetronic and TheraSense agree to renegotiate the Minimum Purchase Obligations in the event that (i) Disetronic sells less than *** of the amount of *** in the European Territory in any year, and (ii) such sales shortfall is primarily attributable to TheraSense alone (e.g., inability to deliver FreeStyle Product to Disetronic for more than 30 days with no fault attributable to Disetronic, or a product recall due to a product defect) or due to a fundamental technological, regulatory or economic change in market conditions beyond the reasonable control of Disetronic (e.g., cessation of reimbursement by appropriate agencies in countries within the European Territory). 7.3.3 Disetronic and TheraSense agree that in the event that IVD-CE xxxx for FreeStyle Products is not obtained by *** the time period for achieving the Minimum Purchase Obligations set forth in Exhibit C for 2001 will be extended by the number of days between June 30, 2001 and the date on which TheraSense obtains the IVD-CE xxxx for FreeStyle Products, and that the dates for meeting the Minimum Purchase Obligations set forth in Exhibit C for years 2002 - 2005 shall be extended accordingly. For example, in the event that TheraSense obtains the IVD-CE xxxx on *** then Disetronic shall be obligated to purchase *** strips during the period between *** and ***; *** strips during the period between *** and ***; *** strips during the period between *** and ***; etc. In the event that IVD-CE xxxx for FreeStyle Products is not obtained by *** then Disetronic and TheraSence agree to ***. 7.3.4 Without limiting the foregoing, within *** from the end of a calendar year, TheraSense shall give Disetronic notice of any failure by Disetronic to meet Minimum Purchase Obligations in such prior calendar year. Subject to the foregoing, if Disetronic fails to meet the Minimum Purchase Obligations during the *** of the *** or in any *** thereafter of the Initial Term (as defined in Section 13.1 below), TheraSense shall have the right, at its option, to terminate this Agreement for cause pursuant to Section 13.2 hereof.

Minimum Purchase Obligations. 7.3.1 Disetronic shall purchase no less than the Minimum Purchase Obligations for sale in the European Territory in each calendar year; provided, Disetronic's obligation to purchase such amounts shall not commence until the earlier of (a) Disetronic obtaining National Registrations in ***. In the event Disetronic does not obtain such -14- Initials: ____ ____ *** CONFIDENTIAL TREATMENT REQUESTED National Registrations until *** Disetronic's Minimum Purchase Obligations for year 2001 shall be *** (e.g. if such National Registrations are not obtained until ***, Disetronic shall only be obligated to purchase *** in 2001). *** of the Minimum Purchase Obligations shall be purchased in the first six months of the calendar year. 7.3.2 Disetronic and TheraSense agree to renegotiate the Minimum Purchase Obligations in the event that (i) Disetronic sells less than *** of the amount of *** in the European Territory in any year, and (ii) such sales shortfall is primarily attributable to TheraSense alone (e.g., inability to deliver FreeStyle Product to Disetronic for more than 30 days with no fault attributable to Disetronic, or a product recall due to a product defect) or due to a fundamental technological, regulatory or economic change in market conditions beyond the reasonable control of Disetronic (e.g., cessation of reimbursement by appropriate agencies in countries within the European Territory). 7.3.3 Disetronic and TheraSense agree that in the event that IVD-CE xxxx for FreeStyle Products is not obtained by *** the time period for achieving the Minimum Purchase Obligations set forth in Exhibit C for 2001 will be extended by the number of days between June 30, 2001 and the date on which TheraSense obtains the IVD-CE xxxx for FreeStyle Products, and that the dates for meeting the Minimum Purchase Obligations set forth in Exhibit C for years 2002 - 2005 shall be extended accordingly. For example, in the event that TheraSense obtains the IVD-CE xxxx on *** then Disetronic shall be obligated to purchase *** strips during the period between *** and ***; *** strips during the period between *** and ***; *** strips during the period between *** and ***; etc. In the event that IVD-CE xxxx for FreeStyle Products is not obtained by *** then Disetronic and TheraSence agree to ***. 7.3.4 Without limiting the foregoing, within *** from the end of a calendar year, TheraSense shall give Disetronic notice of any failure by Disetronic to meet Minimum Purchase Obligations in such prior calendar year. Subject to the foregoing, if Disetronic fails to meet the Minimum Purchase Obligations during the *** of the *** or in any *** thereafter of the Initial Term (as defined in Section 13.1 below), TheraSense shall have the right, at its option, to terminate this Agreement for cause pursuant to Section 13.2 hereof.