Common use of Purchase Commitments Clause in Contracts

Purchase Commitments. For each [*] during the Term of this Agreement, Buyer commits to purchase Products from Seller in [*] that are [*] (the “Product Purchase Commitment”). The SiTime—Bosch: Development and Manufacturing Agreement Product Purchase Commitment shall be [*] for the [*] upon the occurrence of any of the following: (i) Seller’s delivery of the Products [*] more than [*] on [*] in a [*], and an appropriate [*] has not been agreed to by the Parties and implemented by Seller within [*] after [*]; (ii) Buyer’s [*] for the Products exceeds Seller’s manufacturing capacity, provided that Seller shall have up to [*] to increase its capacity so that Buyer’s [*] is [*] and the Product Purchasing Commitment shall only be [*] if this [*] has expired; or (iii) Seller’s [*] of the Product is not [*] with a bona fide [*] for [*] of Products from an alternative supplier and Seller cannot prove the [*] within [*] after notice from Buyer. In order to invoke the foregoing clause (iii) for [*], Buyer is required to prove the [*] of Seller via [*]. If Seller subsequently makes a [*] for Products for which the Product Purchase Commitment has been [*] due to [*], then the Product Purchase Commitment will be [*] within no more than [*] after such [*] issued.

Purchase Commitments. For each [*] during the Term of this Agreement, Buyer commits to purchase Products [*] from Seller in [*] that are the [*] to [*] for Products per [*] until December 31, 2023, [*] of Buyer’s [*] requirements for Products per [*] for years 2024 to 2028, and [*] thereafter during the Term or (B) [*] Wafers per [*] (the “Product Purchase Commitment”). Buyer shall account for Products purchased from [*] after the end of each [*]. Buyer shall make “nil reports” for [*] where [*]. For each purchase report under this Agreement, Seller shall be entitled until [*] after the due date of such purchase report to have an [*], at its own expense subject to the conditions hereunder, the [*] relating to the purchase of Products that may be expedient for their examination in SiTime’s office or works at all times during normal office hours, and subject to a non-disclosure agreement reasonably acceptable to SiTime. In case such [*] in any [*] by SiTime with the consequence of [*], SiTime shall order and pay for the amount SiTime has [*] after the result of such [*] has been submitted to SiTime. In addition thereto SiTime shall bear the costs of such [*]. The SiTime—Bosch: Development and Manufacturing Agreement Product Purchase Commitment shall be [*] for the [*] upon the occurrence of any of the following: (i) Seller’s delivery of the Products [*] more than [*] on [*] or more [*] in a [*], and an appropriate [*] has not been agreed to by the Parties and implemented by Seller within [*] after such [*]; (ii) Buyer’s [*] for the Products exceeds Seller’s manufacturing capacity, provided that Seller shall have up to [*] to increase its capacity so that Buyer’s [*] is [*] and the Product Purchasing Commitment shall only be [*] if this [*] has expired; or (iii) Seller’s [*] of the Product is not [*] with a bona fide [*] for [*] of Products from an alternative supplier and Seller cannot prove the [*] within [*] after notice from Buyer. In order to invoke the foregoing clause (iii) for [*], Buyer is required to prove the [*] of Seller via [*]. If Seller subsequently makes a [*] for Products for which the Product Purchase Commitment has been [*] due to [*], then the Product Purchase Commitment will be [*] within no more than [*] after such [*] issued.