Common use of Minimum Purchase Requirement Clause in Contracts

Minimum Purchase Requirement. Cempra agrees to purchase from Hospira in each Commercial Year not less than a stipulated percentage of its annual forecast of the Product in accordance with the provisions of this Section 6.8 (“Minimum Purchase Requirement”). The percentage shall be calculated on the number of units of Product estimated to be required for delivery in a particular Commercial Year in the most recent annual forecast that Cempra provides [*] Confidential treatment requested; certain information omitted and filed separately with the SEC. to Hospira pursuant to Section 6.1. Cempra’s Minimum Purchase requirements are as follows: [*]. In lieu of Cempra taking delivery of all of the Minimum Purchase Requirement, Cempra shall have the option to pay the shortfall of the Minimum Purchase Requirement at the prices set forth in Exhibit 5.10 and waive Hospira’s manufacture and delivery obligations for the Product. In the latter event, Hospira shall invoice Cempra for the amount payable, and Cempra shall pay Hospira such amount within [*] days after receipt of Hospira’s invoice. Notwithstanding anything of the foregoing, all Product paid for by Cempra shall count towards the Minimum Purchase Requirement and, in the event Cempra pays for all Product delivered by Hospira in a particular Commercial Year and the amount set forth above with respect to any waiver of Hospira’s manufacture and delivery obligations with respect to such Commercial Year, Cempra shall be deemed to have satisfied its Minimum Purchase Requirement with respect to such Commercial Year.

Minimum Purchase Requirement. Cempra Beginning with the Commercial Year during which Hospira manufactures [***] Product pursuant to Theravance’s forecasts, Theravance agrees to purchase from Hospira in such Commercial Year (and in each Commercial Year not less than thereafter) a stipulated percentage of its annual forecast Annual Forecast of the Drug Product in those jurisdictions within the Territory where Regulatory Approval(s) have been obtained in accordance with the provisions of this Section 6.8 (“Minimum Purchase Requirement”). The percentage shall be calculated on the number of units of Product estimated to be required for delivery in a particular Commercial Year in the most recent annual forecast that Cempra provides [***] Confidential treatment requested; certain information omitted and filed separately with the SEC. to Hospira pursuant to Section 6.1. CempraTheravance’s Minimum Purchase requirements are as follows: shall be [***], but in no case shall be [***] in any Commercial Year. In lieu of Cempra Theravance taking delivery of all of the Minimum Purchase Requirement, Cempra ***CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Theravance shall have the option to pay for the shortfall of the Minimum Purchase Requirement at the prices set forth in Exhibit 5.10 5.11 and waive Hospira’s manufacture and delivery obligations for the Product. In the latter event, Hospira shall invoice Cempra Theravance for the amount payable, and Cempra Theravance shall pay Hospira such amount within [***] days after receipt of Hospira’s invoice. Notwithstanding anything of the foregoing, all Product paid for by Cempra Theravance shall count towards the Minimum Purchase Requirement and, in the event Cempra pays for all Product delivered by Hospira in a particular Commercial Year and the amount set forth above with respect to any waiver of Hospira’s manufacture and delivery obligations with respect to such Commercial Year, Cempra shall be deemed to have satisfied its Minimum Purchase Requirement with respect to such Commercial YearRequirement.

Minimum Purchase Requirement. Cempra Durata hereby agrees to purchase from Hospira in each Commercial Year not less than a stipulated percentage of its annual forecast of the Product Products in accordance with the provisions of this Section 6.8 6.7 (“Minimum Purchase Requirement”). The percentage shall be calculated on the number of units of Product estimated to be required for delivery in a particular the first Commercial Year in the most recent annual three-year Product supply forecast that Cempra Durata provides [*] Confidential treatment requested; certain information omitted and filed separately with the SEC. to Hospira pursuant to Section 6.1. CempraDurata’s Minimum Purchase requirements are as follows: (i) notwithstanding any amounts specified in the Rolling Forecast for Firm Order Period, in the first Commercial Year, [**]; (ii) in the second Commercial Year, [**] percent ([**]%) of the forecasted amount; and (iii) in the third Commercial Year and in each Commercial Year thereafter, [**] percent ([**]%) of the forecasted amount. In lieu of Cempra Durata taking delivery of all of the Minimum Purchase Requirement, Cempra Durata shall have the option to pay for the shortfall of the Minimum Purchase Requirement at the prices set forth in Exhibit 5.10 and waive Hospira’s manufacture and delivery obligations for the such Product. In the latter event, Hospira shall invoice Cempra Durata for the amount payable, and Cempra Durata shall pay Hospira such amount within [**] days after receipt of Hospira’s invoice. Notwithstanding anything of the foregoing, all Product paid for by Cempra Durata shall count towards the Minimum Purchase Requirement and, in the event Cempra pays for all Product delivered by Hospira in a particular Commercial Year and the amount set forth above with respect to any waiver of Hospira’s manufacture and delivery obligations with respect to such Commercial Year, Cempra shall be deemed to have satisfied its Minimum Purchase Requirement with respect to such Commercial YearRequirement.

Minimum Purchase Requirement. Cempra Beginning with the Commercial Year during which Hospira manufactures [***] Product pursuant to Theravance’s forecasts, Theravance agrees to purchase from Hospira in such Commercial Year (and in each Commercial Year not less than thereafter) a stipulated percentage of its annual forecast Annual Forecast of the Drug Product in those jurisdictions within the Territory where Regulatory Approval(s) have been obtained in accordance with the provisions of this Section 6.8 (“Minimum Purchase Requirement”). The percentage shall be calculated on the number of units of Product estimated to be required for delivery in a particular Commercial Year in the most recent annual forecast that Cempra provides [***] Confidential treatment requested; certain information omitted and filed separately with the SEC. to Hospira pursuant to Section 6.1. Cempramonths [***] year [***] Theravance’s Minimum Purchase requirements are as follows: shall be [***], but in no case shall be [***] in any Commercial Year. In lieu of Cempra Theravance taking delivery of all of the Minimum Purchase Requirement, Cempra ***CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. Theravance shall have the option to pay for the shortfall of the Minimum Purchase Requirement at the prices set forth in Exhibit 5.10 5.11 and waive Hospira’s manufacture and delivery obligations for the Product. In the latter event, Hospira shall invoice Cempra Theravance for the amount payable, and Cempra Theravance shall pay Hospira such amount within [***] days after receipt of Hospira’s invoice. Notwithstanding anything of the foregoing, all Product paid for by Cempra Theravance shall count towards the Minimum Purchase Requirement and, in the event Cempra pays for all Product delivered by Hospira in a particular Commercial Year and the amount set forth above with respect to any waiver of Hospira’s manufacture and delivery obligations with respect to such Commercial Year, Cempra shall be deemed to have satisfied its Minimum Purchase Requirement with respect to such Commercial YearRequirement.