Orders and Supply Clause Samples

Orders and Supply. Section 6.1 For planning purposes of RESprotect, SciClone shall as soon as commercially practicable from the effective date of this Agreement, provide RESprotect with an inspection plan for the Clinical Trials. SciClone shall place with RESprotect the orders for the quantity of Licensed Products required for the Clinical Trials. Each order shall become binding as soon as RESprotect has confirmed the order in written form. Any confirmation, rejection or modified order proposal shall be provided to SciClone within fifteen (15) days of receipt of the order by RESprotect. RESprotect agrees to commence the manufacture of a confirmed order immediately upon confirmation of the order. Section 6.2 The delivery period for the Licensed Product for Clinical Trials shall not exceed [****] as from the beginning of the manufacture of the Licensed Product.

Orders and Supply. (a) Until such time as Novartis has assumed responsibility for the manufacture of d-MPH IR and the active substance for d-MPH PR pursuant to Section 2.2 hereof, Novartis or its contract manufacturer may order specific quantities of the d-MPH Products (in the form and supply as described in Section 4.5) by transmitting a firm purchase order pursuant to Section 4.4(b) to Celgene to the location set forth in Section 14.4 hereof or such other location as Celgene may hereafter designate in writing. The purchase order shall be binding on Celgene unless rejected in writing by Celgene pursuant to the terms of this Agreement within ten days after receipt thereof. Celgene agrees that it will inform Novartis of its rejection of any order and the basis for such rejection no later than 10 days after Celgene's receipt thereof. (b) Novartis shall deliver to Celgene, (i) at least 180 days prior to the anticipated date of First Commercial Sale of the d-MPH Product (the "Launch Date"), a good faith forecast of the quantity of d-MPH Product that Novartis anticipates ordering from Celgene (in the form and supply as described in Section 4.5) for the period ending one full calendar quarter after the Launch Date, and (ii) at least one full calendar quarter prior to the Launch Date, a firm purchase order for the d-MPH Product for the first calendar quarter after the Launch Date and a good faith forecast of its quantity requirements for the three successive calendar quarters thereafter. Thereafter, Novartis shall deliver to Celgene, at least 90 days before any calendar quarter, Novartis' firm order for the d-MPH Product for such calendar quarter and a forecast of Novartis' quantity requirements for the d-MPH Product (in the form and supply as described in Section 4.5) for the following three calendar quarters. All of such forecasted and firm ordered quantities are subject to agreement by Celgene, which agreement shall not be unreasonably withheld or delayed. (c) The total amount of d-MPH Product ordered by Novartis in any calendar quarter may not be less than 75% of Novartis' most recent forecasted quantity for such calendar quarter. Additionally, Celgene's obligation to supply d-MPH Product to Novartis will not extend to more than 125% of Novartis' most recent forecasted quantity for such calendar quarter. If Novartis' ordered quantity exceeds 125% of Novartis' most recent forecast for such quarter, Celgene will in good faith attempt to fill the order, but is under no obligation ...

Orders and Supply. Mannatech shall pay for the Raw Materials FOB the raw material supplier and shall pay Lactoferrin 30 days net. If Mannatech is current on all payments due under this Agreement, Lactoferrin will accept purchase orders from Mannatech for Raw Material.

Orders and Supply. 7.3.1 The Supplier agrees to supply such quantities of the Products as the Distributor may reasonably require for resale in accordance with this Agreement. 7.3.2 The Supplier shall use reasonable endeavours to supply the Products in accordance with the Distributor’s orders to the extent that such orders do not exceed the forecast provided under Clause 7.3.3 for each type of the Products, but supplies will be made subject to availability. 7.3.3 Immediately after the Date of Approval in the First Year and in each subsequent Year not later than on the first day of each Year, the Distributor shall inform the Supplier in writing of its forecast of the number of each type of the Products which it expects to purchase from the Supplier for delivery during that Year; provided that the Distributor’s yearly forecast may be adjusted by the Distributor 6 months after the first day of the Year concerned by notifying to the Supplier. 7.3.4 Orders by the Distributor for the Products shall be made by post or fax or e-mail to the Supplier specifying the quantity and type of Products required. 7.3.5 The Supplier shall acknowledge by post or fax or e-mail all orders made by the Distributor. No order will be binding upon the Supplier until acknowledged. 7.3.6 The Supplier shall use all reasonable endeavours to deliver any standard (non- custom made) Products as usually carried in the Supplier’s inventory within 4 weeks of the acknowledgement of the Distributor’s order in accordance with Clause 7.3.5 but time of delivery shall not be of the essence and shall not be made so by the service of any notice. 7.3.7 Each order for the Products shall constitute a separate contract and any default by the Supplier in relation to any one order shall not entitle the Distributor to treat this Agreement as terminated. 7.3.8 The Distributor may cancel, reschedule or otherwise modify any orders for Products only with a written consent of the Supplier. 7.3.9 If the Supplier (whether or not by reason of Force Majeure) is temporarily unable to supply a Product in the quantities reasonably required by the Distributor: (a) the Supplier will promptly inform the Distributor and together they shall discuss what action to take, having regard to the reason for the inability to supply and the Product involved; and (b) the Supplier will use its reasonable endeavours to remedy its inability to supply. 7.3.10 The Supplier shall be entitled (on giving 24 hours’ notice) to withhold supplies of some or all of t...

Orders and Supply. 11.1 The Distributor shall order the Products in writing from CLS. No order is binding until CLS has confirmed an order. CLS will state the estimated delivery time in such confirmation. Notwithstanding the provisions in the Distributor’s order, each contract of sale shall be subject to the terms and conditions contained in this Agreement. 11.2 The Distributor acknowledges that CLS’s delivery capacity varies depending on, inter alia, the general market conditions, other orders received and CLS’ suppliers’ delivery capacity. As soon CLS has reason to assume that a delay in the agreed delivery could occur, CLS shall notify the Distributor thereof, and shall in such case be entitled to reasonable prolongation of the delivery date of up to three (3) months. Notwithstanding the foregoing, CLS shall however always endeavour to maintain a delivery capacity that enables CLS to deliver the Products in accordance with accepted orders. 11.3 To the extent that material delays in CLS’s delivery capacity as set forth in Section 11.2result in Distributor’s inability to meet either of the Minimum Purchase Targets set forth in Section 8.3 for a specific year, CLS shall not have the right to either modify or terminate the Agreement as otherwise set forth in Section 8.4 for the year in question.

Orders and Supply. 5.1 Gavins may issue quotes to the Customer from time to time. Subject to clause 5.1, the pricing and or rates set out in a quote shall be valid for the period specified in the quote, or if no period is specified, 30 days from the date of the quote. Gavins may withdraw any quote before it is accepted by advising the Customer. Any pricing issued by Gavins shall be an estimate, unless it expressly states that it is a quote. A quote shall comprise a fixed pricing for the Goods and/or Services described therein. 5.2 Gavins may provide estimates to the Customer from time to time. Estimates are not binding on Gavins. 5.3 The Customer is solely responsible for the accuracy of plans, specifications and information supplied by (or on behalf of) the Customer upon which a quote, estimate or Order is based. 5.4 The Customer may place an Order via phone or email. The Customer shall ensure that any person placing an Order with Gavins is properly authorised prior to such Order being placed. Gavins shall have no obligation to enquire as to whether a person placing an Order is properly authorised. 5.5 No orders shall be binding on Gavins until accepted by Gavins. Gavins may accept Orders (in whole or in part) in Gavins’ sole discretion. If an Order is not accepted, Gavins shall notify the Customer. 5.6 Each Order accepted by Gavins is deemed to incorporate and be subject to these Terms and shall constitute a separate contract for the supply of the Goods and/or Services between the Customer and the member of the Gavins Group that has accepted the Order. 5.7 On receipt of an Order, Gavins will use reasonable endeavours to source and supply all Goods and/or Services within a reasonable time, but does not guarantee supply. 5.8 Once an Order is received by Gavins, it cannot be cancelled by the Customer, whether accepted by Gavins or not, unless Gavins provides its prior written consent. 5.9 Gavins may cancel all or part of an accepted Order, if any Goods are out of stock or unavailable for any reason, and Gavins is unable to source the Goods, within a reasonable time. Gavins shall refund any amount paid by the Customer in respect of the cancelled part of the Order.

Orders and Supply. During the term of this Agreement Baxter shall make available to Kamada, yearly quantity of Products according to the table in Exhibit B (the "Basic Amount"). Upon agreement with Kamada Baxter may adjust the “Basic Amount” in Exhibit B annually by end of September. [*****] Confidential portions of this document have been redacted and filed separately with the Securities and Exchange Commission. Kamada shall provide Baxter in writing, on a [*****] basis, a non-binding forecast of Kamada’s expected requirements for delivery of Products (including then current packaging requirements), for each month in the following [*****] period (the "Forecast"). Kamada shall deliver binding purchase orders from time to time by written or electronic purchase orders (or by any other means agreed to by the parties) to Baxter, at least [*****] to the desired date of delivery (the "Binding Forecast"). Baxter shall either: (i) acknowledge and accept or (ii) reject any purchase order in writing within [*****] of receipt, provided that Baxter shall not reject any purchase order below the agreed monthly amount of [*****] of the Basic Amount as described in Exhibit B. If this minimum amount cannot be reached due to foreseeable reasons such as shutdowns, maintenance or supply reasons, Baxter will inform Kamada about not meeting a specific order quantity as soon as the information is available and shall make its best efforts to provide Kamada with the shortage, as soon as possible. All Products ordered by Kamada under this Agreement shall be delivered on or, subject to prior coordination between the parties, before the delivery date set forth in the applicable purchase order. If Baxter does not provide an acknowledgement to Kamada within [*****] of its receipt of a purchase order, and the aggregate quantities set forth in the purchase orders for delivery in the applicable month do not exceed, in the aggregate, the Basic Amount (unless Baxter has otherwise affirmatively agreed in writing to meet the excess quantities ordered), Baxter shall be deemed to have accepted each purchase order from Kamada.

Orders and Supply