MINIMUM PURCHASING AMOUNT Clause Samples

MINIMUM PURCHASING AMOUNT. In the event that the total amount of COMPOUND to be purchased by OPTIMER pursuant to Article 11 for each Period (as hereinafter defined) does not reach Minimum Purchasing Amount for such period as set forth below, OPTIMER shall pay SHINYAKU the balance between such Minimum Purchasing Amount and the actual purchasing amount accrued during the said Period. Period 1 Million Dollar (Dollar ,000,000) Period 2 (Full Calendar Year following Period 1) Million Dollar (Dollar ,000,000) Period 3 (Full Calendar Year following Period 2) Million Dollar (Dollar ,000,000) Period 4 (Full Calendar Year following Period 3 and thereafter) Million Dollar (Dollar ,000,000) These amount shall be fixed through mutual consultation between the parties, before the FIRST COMMERCIAL SALE of PRODUCT in the TERRITORY. In this paragraph, Period 1 shall mean the period starting on and from the date of the FIRST COMMERCIAL SALE of PRODUCT by OPTIMER or its SUBLICENSEES in the TERRITORY and ending on December 31 of the following year including the first anniversary date of such FIRST COMMERCIAL SALE. No Minimum Purchasing Amount shall be required by SHINYAKU for any Period in the event that OPTIMER's failure to achieve the Minimum Purchasing Amount for such Period is due to an event of force majeure or due to the failure of SHINYAKU either to deliver a