Common use of Purchase Requirements Clause in Contracts

Purchase Requirements. (a) Endo shall purchase from --------------------- Lavipharm during each period of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan. (b) During each period of three Term Years covered by a Definitive Product Plan, the Target Amount shall be at least 60% of the quantity of Final Product projected to be purchased during such period, and the Target Amount for each Term Year comprising such period shall be determined in the same manner. For the avoidance of doubt, the Parties acknowledge that up to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each such Target Amount. (c) On or before the twentieth day of every month following the issuance of Marketing Authorization, Endo shall deliver to Lavipharm a written rolling order for the twelve (12) month period beginning on the first day of the following calendar month (as modified on a month-to-month basis, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of such period. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and shall not be subject to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Product.

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Preforms for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Preforms that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Preforms for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed [***] PET Preforms, and a non-binding forecast for the Target Amount following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Preforms. In addition, to maximize utilization of the quantity of Final Product projected Voghera Assets, Supplier may produce PET Preforms based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Preforms. At any time that Supplier is holding greater than [***] PET Preforms in inventory at the same manner. For Voghera Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Preforms held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Preforms until such Target Amountinventory is reduced below [***] PET Preforms. (c) On or before From time to time Purchaser may submit requests to release PET Preforms for shipment (“Release Requests”) to Supplier. So long as the twentieth day aggregate amount of every PET Preforms released during a month following the issuance of Marketing Authorizationdoes not exceed that month’s Production Request and agreed existing [***] Confidential treatment requested stockholdings, Endo Supplier shall deliver to Lavipharm a written rolling order for the twelve (12) month period beginning on the first day of the following calendar month (as modified on a month-to-month basissatisfy any Release Request; provided, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of such period. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and that Supplier shall not be subject obligated, but shall use commercially reasonable efforts, to ship PET Preforms pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request; provided, however, that in no event shall Supplier be obligated to utilize production equipment other than the Voghera Assets. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than [***] of the released PET Preforms to the Constar Customers, as directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices of the Voghera Facility. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. After such notification, Purchaser may, at its option, direct Supplier to resequence utilization of the Voghera Assets to satisfy the Release Request; provided, however, that, in the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request, Supplier shall be under no obligation to resequence utilization of the Voghera Assets if such resequencing would adversely effect Supplier’s other operations at the Voghera Facility. If Supplier is unable to satisfy a Release Request that (in the aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Preforms shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms shipped by Supplier in response to a Release Request, regardless of whether the Constar Customer ultimately pays Purchaser for such PET Preforms. Supplier shall not be responsible for collecting payment from the Constar Customer for PET Preforms manufactured and shipped hereunder. (d) Consistent with historic practices at the Voghera Facility, Purchaser shall provide Supplier, or shall direct the Constar Customers to provide Supplier, at Supplier’s cost, with resin necessary to produce the PET Preforms. Supplier shall not be deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser or the Constar Customers to provide Supplier with resin necessary to produce the PET Preforms. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants to access the books and records of Purchaser in order to review the books and records relating to purchases of such PET Preforms by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to manufacture and/or ship any specific PET Preforms if Supplier reasonably determines that any such [***] Confidential treatment requested manufacture or shipment will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Productchanges.

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Bottles for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Bottles that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Bottles for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed the Target Amount maximum capacity of the Sidel SBO[***] blowing machine located at the Faba Facility, and a non-binding forecast for the following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Bottles. In addition, to maximize utilization of the quantity of Final Product projected Faba Facility, Supplier may blow PET Bottles based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Bottles. At any time that Supplier is holding greater than 5 million PET Bottles in inventory at the same manner. For Faba Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Bottles held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Bottles until such Target Amountinventory is reduced below 5 million PET Bottles. (c) On From time to time Purchaser may submit requests to release PET Bottles for shipment (“Release Requests”) to Supplier. So long as the aggregate amount of PET Bottles released during a month does not exceed that month’s Production Request and agreed existing stockholdings, Supplier shall satisfy any Release Request; provided, that Supplier shall not be obligated, but shall use commercially reasonable efforts, to ship PET Bottles pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Bottles requested for release during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy [***] Confidential treatment requested the Release Request. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than [***] of the released PET Bottles to the Constar Customers or before to any other location directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices at Constar facilities located in Europe. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. If Supplier is unable to satisfy a Release Request that (in the twentieth day aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Bottles shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles shipped by Supplier in response to a Release Request, regardless of every month following whether the issuance of Marketing AuthorizationConstar Customer ultimately pays Purchaser for such PET Bottles. Supplier shall not be responsible for collecting payment from the Constar Customers for PET Bottles blown and shipped hereunder. (d) Purchaser shall provide Supplier, Endo or shall deliver direct the Constar Customers to Lavipharm provide Supplier, at Supplier’s cost, with multi-layer PET preforms necessary to blow any multi-layer PET Bottles. In addition, Purchaser may, at its option, provide Supplier, or direct the Constar Customers to provide Supplier, at Supplier’s cost, with monolayer PET preforms necessary to blow monolayer PET Bottles. All invoices from Purchaser to Supplier for multi-layer or monolayer preforms shall be paid by Supplier on a written rolling order for net-30 days basis from the twelve (12) month period beginning on the first last day of the following calendar month (as modified on a month-to-month basis, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of in which such periodinvoice was dated. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and Supplier shall not be subject deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser to provide Supplier with multi-layer PET preforms or, if Purchaser so elects, monolayer PET preforms necessary to blow PET Bottles. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants access to the books and records of Purchaser in order to review the books and records relating to purchases of such PET Bottles by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to blow and/or ship any specific PET Bottles if Supplier reasonably determines that any such blowing or shipping will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoeversuch changes. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Product.[***] Confidential treatment requested

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Preforms for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Preforms that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Preforms for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed 20 million PET Preforms, and a non-binding forecast for the Target Amount following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Preforms. In addition, to maximize utilization of the quantity of Final Product projected Voghera Assets, Supplier may produce PET Preforms based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Preforms. At any time that Supplier is holding greater than 20 million PET Preforms in inventory at the same manner. For Voghera Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Preforms held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Preforms until such Target Amountinventory is reduced below 20 million PET Preforms. (c) On From time to time Purchaser may submit requests to release PET Preforms for shipment (“Release Requests”) to Supplier. So long as the aggregate amount of PET Preforms released during a month does not exceed that month’s Production Request and agreed existing stockholdings, Supplier shall satisfy any Release Request; provided, that Supplier shall not be obligated, but shall use commercially reasonable efforts, to ship PET Preforms pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request; provided, however, that in no event shall Supplier be obligated to utilize production equipment other than the Voghera Assets. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than 95% of the released PET Preforms to the Constar Customers, as directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices of the Voghera Facility. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. After such notification, Purchaser may, at its option, direct Supplier to resequence utilization of the Voghera Assets to satisfy the Release Request; provided, however, that, in the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request, Supplier shall be under no obligation to resequence utilization of the Voghera Assets if such resequencing would adversely effect Supplier’s other operations at the Voghera Facility. If Supplier is unable to satisfy a Release Request that (in the aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Preforms shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms shipped by Supplier in response to a Release Request, regardless of whether the Constar Customer ultimately pays Purchaser for such PET Preforms. Supplier shall not be responsible for collecting payment from the Constar Customer for PET Preforms manufactured and shipped hereunder. (d) Consistent with historic practices at the Voghera Facility, Purchaser shall provide Supplier, or shall direct the Constar Customers to provide Supplier, at Supplier’s cost, with resin necessary to produce the PET Preforms. All invoices from Purchaser or a Constar Customer to Supplier for resin shall be paid by Supplier on or before the twentieth day of every month following the issuance of Marketing Authorization, Endo shall deliver to Lavipharm a written rolling order for the twelve (12) month period beginning on the first last day of the following calendar month (as modified on a month-to-month basis, containing the "Rolling Order") projecting date which is 70 days after the quantity of Final Product to be purchased by Endo for each month of such periodinvoice date. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and Supplier shall not be subject deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser or the Constar Customers to provide Supplier with resin necessary to produce the PET Preforms. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants to access the books and records of Purchaser in order to review the books and records relating to purchases of such PET Preforms by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to manufacture and/or ship any specific PET Preforms if Supplier reasonably determines that any such manufacture or shipment will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Productchanges.

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Preforms for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Preforms that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Preforms for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed 20 million PET Preforms, and a non-binding forecast for the Target Amount following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Preforms. In addition, to maximize utilization of the quantity of Final Product projected Voghera Assets, Supplier may produce PET Preforms based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Preforms. At any time that Supplier is holding greater than 20 million PET Preforms in inventory at the same manner. For Voghera Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Preforms held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Preforms until such Target Amountinventory is reduced below 20 million PET Preforms. (c) On or before From time to time Purchaser may submit requests to release PET Preforms for shipment (“Release Requests”) to Supplier. So long as the twentieth day aggregate amount of every PET Preforms released during a month following the issuance of Marketing Authorizationdoes not exceed that month’s Production Request and agreed existing stockholdings, Endo Supplier shall deliver to Lavipharm a written rolling order for the twelve (12) month period beginning on the first day of the following calendar month (as modified on a month-to-month basissatisfy any Release Request; provided, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of such period. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and that Supplier shall not be subject obligated, but shall use commercially reasonable efforts, to ship PET Preforms pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request; provided, however, that in no event shall Supplier be obligated to utilize production equipment other than the Voghera Assets. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than 95% of the released PET Preforms to the Constar Customers, as directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices of the Voghera Facility. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. After such notification, Purchaser may, at its option, direct Supplier to resequence utilization of the Voghera Assets to satisfy the Release Request; provided, however, that, in the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request, Supplier shall be under no obligation to resequence utilization of the Voghera Assets if such resequencing would adversely effect Supplier’s other operations at the Voghera Facility. If Supplier is unable to satisfy a Release Request that (in the aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Preforms shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms shipped by Supplier in response to a Release Request, regardless of whether the Constar Customer ultimately pays Purchaser for such PET Preforms. Supplier shall not be responsible for collecting payment from the Constar Customer for PET Preforms manufactured and shipped hereunder. (d) Consistent with historic practices at the Voghera Facility, Purchaser shall provide Supplier, or shall direct the Constar Customers to provide Supplier, at Supplier’s cost, with resin necessary to produce the PET Preforms. Supplier shall not be deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser or the Constar Customers to provide Supplier with resin necessary to produce the PET Preforms. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants to access the books and records of Purchaser in order to review the books and records relating to purchases of such PET Preforms by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to manufacture and/or ship any specific PET Preforms if Supplier reasonably determines that any such manufacture or shipment will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Productchanges.

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Bottles for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Bottles that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Bottles for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed the Target Amount maximum capacity of the Sidel SBO-10 blowing machine located at the Faba Facility, and a non-binding forecast for the following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Bottles. In addition, to maximize utilization of the quantity of Final Product projected Faba Facility, Supplier may blow PET Bottles based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Bottles. At any time that Supplier is holding greater than 5 million PET Bottles in inventory at the same manner. For Faba Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Bottles held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Bottles until such Target Amountinventory is reduced below 5 million PET Bottles. (c) On From time to time Purchaser may submit requests to release PET Bottles for shipment (“Release Requests”) to Supplier. So long as the aggregate amount of PET Bottles released during a month does not exceed that month’s Production Request and agreed existing stockholdings, Supplier shall satisfy any Release Request; provided, that Supplier shall not be obligated, but shall use commercially reasonable efforts, to ship PET Bottles pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Bottles requested for release during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than 95% of the released PET Bottles to the Constar Customers or to any other location directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices at Constar facilities located in Europe. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. If Supplier is unable to satisfy a Release Request that (in the aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Bottles shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles shipped by Supplier in response to a Release Request, regardless of whether the Constar Customer ultimately pays Purchaser for such PET Bottles. Supplier shall not be responsible for collecting payment from the Constar Customers for PET Bottles blown and shipped hereunder. (d) Purchaser shall provide Supplier, or shall direct the Constar Customers to provide Supplier, at Supplier’s cost, with multi-layer PET preforms necessary to blow any multi-layer PET Bottles. In addition, Purchaser may, at its option, provide Supplier, or direct the Constar Customers to provide Supplier, at Supplier’s cost, with monolayer PET preforms necessary to blow monolayer PET Bottles. All invoices from Purchaser to Supplier for multi-layer or monolayer preforms shall be paid by Supplier on or before the twentieth day of every month following the issuance of Marketing Authorization, Endo shall deliver to Lavipharm a written rolling order for the twelve (12) month period beginning on the first last day of the following calendar month (as modified on a month-to-month basis, containing the "Rolling Order") projecting date which is 100 days after the quantity of Final Product to be purchased by Endo for each month of such periodinvoice date. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and Supplier shall not be subject deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser to provide Supplier with multi-layer PET preforms or, if Purchaser so elects, monolayer PET preforms necessary to blow PET Bottles. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants to access the books and records of Purchaser in order to review the books and records relating to purchases of such PET Bottles by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to blow and/or ship any specific PET Bottles if Supplier reasonably determines that any such blowing or shipping will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Productchanges.

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Bottles for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Bottles that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Bottles for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed the Target Amount maximum capacity of the [***] blowing machine located at the Faba Facility, and a non-binding forecast for the following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Bottles. In addition, to maximize utilization of the quantity of Final Product projected Faba Facility, Supplier may blow PET Bottles based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Bottles. At any time that Supplier is holding greater than [***] PET Bottles in inventory at the same manner. For Faba Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Bottles held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Bottles until such Target Amountinventory is reduced below [***] PET Bottles. (c) On From time to time Purchaser may submit requests to release PET Bottles for shipment (“Release Requests”) to Supplier. So long as the aggregate amount of PET Bottles released during a month does not exceed that month’s Production Request and agreed existing [***] Confidential treatment requested stockholdings, Supplier shall satisfy any Release Request; provided, that Supplier shall not be obligated, but shall use commercially reasonable efforts, to ship PET Bottles pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Bottles requested for release during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than [***] of the released PET Bottles to the Constar Customers or before to any other location directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices at Constar facilities located in Europe. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. If Supplier is unable to satisfy a Release Request that (in the twentieth day aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Bottles shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles shipped by Supplier in response to a Release Request, regardless of every month following whether the issuance of Marketing AuthorizationConstar Customer ultimately pays Purchaser for such PET Bottles. Supplier shall not be responsible for collecting payment from the Constar Customers for PET Bottles blown and shipped hereunder. (d) Purchaser shall provide Supplier, Endo or shall deliver direct the Constar Customers to Lavipharm provide Supplier, at Supplier’s cost, with multi-layer PET preforms necessary to blow any multi-layer PET Bottles. In addition, Purchaser may, at its option, provide Supplier, or direct the Constar Customers to provide Supplier, at Supplier’s cost, with monolayer PET preforms necessary to blow monolayer PET Bottles. All invoices from Purchaser to Supplier for multi-layer or monolayer preforms shall be paid by Supplier on a written rolling order for net-30 days basis from the twelve (12) month period beginning on the first last day of the following calendar month (as modified on a month-to-month basis, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of in which such periodinvoice was dated. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and Supplier shall not be subject deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser to provide Supplier with multi-layer PET preforms or, if Purchaser so elects, monolayer PET preforms necessary to blow PET Bottles. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants access to the books and records of Purchaser in order to review the books and records relating to purchases of such PET Bottles by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to blow and/or ship any specific PET Bottles if Supplier reasonably determines that any such blowing or shipping will result in a material violation of any applicable governmental laws or regulations. [***] Confidential treatment requested (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Productchanges.

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Preforms for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Preforms that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Preforms for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed [***] PET Preforms, and a non-binding forecast for the Target Amount following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Preforms. In addition, to maximize utilization of the quantity of Final Product projected Voghera Assets, Supplier may produce PET Preforms based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Preforms manufactured by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Preforms. At any time that Supplier is holding greater than [***] PET Preforms in inventory at the same manner. For Voghera Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type [***] Confidential treatment requested of doubt, the Parties acknowledge that up PET Preforms held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Preforms until such Target Amountinventory is reduced below [***] PET Preforms. (c) On or before From time to time Purchaser may submit requests to release PET Preforms for shipment (“Release Requests”) to Supplier. So long as the twentieth day aggregate amount of every PET Preforms released during a month following the issuance of Marketing Authorizationdoes not exceed that month’s Production Request and agreed existing stockholdings, Endo Supplier shall deliver to Lavipharm a written rolling order for the twelve (12) month period beginning on the first day of the following calendar month (as modified on a month-to-month basissatisfy any Release Request; provided, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of such period. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and that Supplier shall not be subject obligated, but shall use commercially reasonable efforts, to ship PET Preforms pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request; provided, however, that in no event shall Supplier be obligated to utilize production equipment other than the Voghera Assets. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than [***] of the released PET Preforms to the Constar Customers, as directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices of the Voghera Facility. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. After such notification, Purchaser may, at its option, direct Supplier to resequence utilization of the Voghera Assets to satisfy the Release Request; provided, however, that, in the event that the aggregate amount of PET Preforms released during a month exceeds that month’s Production Request, Supplier shall be under no obligation to resequence utilization of the Voghera Assets if such resequencing would adversely effect Supplier’s other operations at the Voghera Facility. If Supplier is unable to satisfy a Release Request that (in the aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Preforms shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Preforms shipped by Supplier in response to a Release Request, regardless of whether the Constar Customer ultimately pays Purchaser for such PET Preforms. Supplier shall not be responsible for collecting payment from the Constar Customer for PET Preforms manufactured and shipped hereunder. (d) Consistent with historic practices at the Voghera Facility, Purchaser shall provide Supplier, or shall direct the Constar Customers to provide Supplier, at Supplier’s cost, with resin necessary to produce the PET Preforms. Supplier shall not be deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser or the Constar Customers to provide Supplier with resin necessary to produce the PET Preforms. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants to access the books and records of Purchaser in order to review the books and records relating to purchases of such PET Preforms by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to manufacture and/or ship any specific PET Preforms if Supplier reasonably determines that any such manufacture or shipment will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoeversuch changes. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Product.[***] Confidential treatment requested

Purchase Requirements. (a) Endo shall Subject to the other provisions of this Article II, Purchaser agrees to purchase from --------------------- Lavipharm during each period Supplier 100% of three Term Years covered by a Definitive Product Purchase Plan or each Term Year, as the case may be, an amount Purchaser’s requirements for PET Bottles for Purchaser’s customers specified on Schedule B hereto (the "Target Amount") agreed between the parties for such period or Term Year pursuant to the procedures set forth in subsections (b) and (c) below. For the avoidance of doubt, the Parties acknowledge that the agreed Target Amount may refer both to the individual Target Amount for a specific Term Year and the aggregate Target Amounts for the period covered by the relevant Definitive Product Purchase Plan“Constar Customers”). (b) During At least 31 days prior to the beginning of each period year, Purchaser shall provide Supplier with a non-binding forecast for the PET Bottles that it will purchase from Supplier during such year, which shall represent a good faith estimate of three Term Years covered by Purchaser’s requirements for PET Bottles for the Constar Customers. On or before the 15th day of each month, Purchaser shall submit a Definitive Product Planfirm order for production during the following month (a “Production Request”), which shall not exceed the Target Amount maximum capacity of the Sidel SBO-10 blowing machine located at the Faba Facility, and a non-binding forecast for the following two months, which forecast shall represent a good faith estimate of Purchaser’s requirements for such two months. Purchaser shall be at least 60% deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to a Production Request, regardless of whether Purchaser submits a Release Request for such PET Bottles. In addition, to maximize utilization of the quantity of Final Product projected Faba Facility, Supplier may blow PET Bottles based upon Purchaser’s non-binding forecasts. If Purchaser provides its written consent to such production, Purchaser shall be purchased during such perioddeemed to purchase, and the Target Amount for each Term Year comprising such period shall be determined responsible for payment to Supplier for, any PET Bottles blown by Supplier in response to such forecast, regardless of whether Purchaser submits a Release Request for such PET Bottles. At any time that Supplier is holding greater than 5 million PET Bottles in inventory at the same manner. For Faba Facility in response to Production Requests or approved production based on Purchaser’s forecasts, Supplier shall promptly notify Purchaser of the avoidance number and type of doubt, the Parties acknowledge that up PET Bottles held in inventory and shall not be obligated to three different Target Amounts may cover the same Term Year (i.e., because the same Term Year will be covered by three different Definitive Product Purchase Plans) accept Production Requests or to produce and the Parties agree that the requirements for each Term Year under Sections 6.05 and 7.04 shall be analyzed independently for each hold PET Bottles until such Target Amountinventory is reduced below 5 million PET Bottles. (c) On From time to time Purchaser may submit requests to release PET Bottles for shipment (“Release Requests”) to Supplier. So long as the aggregate amount of PET Bottles released during a month does not exceed that month’s Production Request and agreed existing stockholdings, Supplier shall satisfy any Release Request; provided, that Supplier shall not be obligated, but shall use commercially reasonable efforts, to ship PET Bottles pursuant to a Release Request on less than 5 days notice. In the event that the aggregate amount of PET Bottles requested for release during a month exceeds that month’s Production Request and agreed existing stockholdings, Supplier shall use its commercially reasonable efforts to satisfy the Release Request. With respect to Release Requests that (in the aggregate, if applicable) do not exceed the relevant month’s Production Request, Supplier will ship no less than 95% of the released PET Bottles to the Constar Customers or before to any other location directed by Purchaser, OTIF (on time, in full). The measurement of OTIF shipments shall conform to historic practices at Constar facilities located in Europe. If Supplier is unable to satisfy a Release Request, Supplier shall promptly notify Purchaser. If Supplier is unable to satisfy a Release Request that (in the twentieth day aggregate, if applicable) did not exceed the relevant month’s Production Request and Purchaser is able to secure an alternative supply, such PET Bottles shall not be included in calculating the requirements commitment in clause (a) above. Purchaser shall be deemed to purchase, and shall be responsible for payment to Supplier for, any PET Bottles shipped by Supplier in response to a Release Request, regardless of every month following whether the issuance of Marketing AuthorizationConstar Customer ultimately pays Purchaser for such PET Bottles. Supplier shall not be responsible for collecting payment from the Constar Customers for PET Bottles blown and shipped hereunder. (d) Purchaser shall provide Supplier, Endo or shall deliver direct the Constar Customers to Lavipharm provide Supplier, at Supplier’s cost, with multi-layer PET preforms necessary to blow any multi-layer PET Bottles. In addition, Purchaser may, at its option, provide Supplier, or direct the Constar Customers to provide Supplier, at Supplier’s cost, with monolayer PET preforms necessary to blow monolayer PET Bottles. All invoices from Purchaser to Supplier for multi-layer or monolayer preforms shall be paid by Supplier on a written rolling order for net-100 days basis from the twelve (12) month period beginning on the first last day of the following calendar month (as modified on a month-to-month basis, the "Rolling Order") projecting the quantity of Final Product to be purchased by Endo for each month of in which such periodinvoice was dated. The projection for the first three months (the "Three Month Order") of each Rolling Order shall constitute a firm purchase order, shall be invoiced as such and Supplier shall not be subject deemed to breach this Agreement as a result of, and shall have no liability to Purchaser for, any failure to perform its obligations hereunder that results from the failure of Purchaser to provide Supplier with multi-layer PET preforms or, if Purchaser so elects, monolayer PET preforms necessary to blow PET Bottles. (e) Within 30 calendar days of the end of each three-month period ending March 31, June 30, September 30 and December 31 of each year during the Term, Purchaser shall provide Supplier a certificate from a member of it’s senior management attesting to Purchaser’s conformance to its obligations under Section 2.1(a) of this Agreement during such three-month period. If Purchaser does not provide such certificate to Supplier within such 30 calendar day period or upon Supplier’s request, Purchaser shall permit Supplier’s outside accountants to access the books and records of Purchaser in order to review the books and records relating to purchases of such PET Bottles by the Constar Customers. (f) Notwithstanding the foregoing, Supplier shall not be required to blow and/or ship any specific PET Bottles if Supplier reasonably determines that any such blowing or shipping will result in a material violation of any applicable governmental laws or regulations. (g) The parties agree to use good faith efforts to modify the provisions of this Section 2 if either party is unsatisfied with the operation of such provisions; provided, that no party shall be under any obligation to agree to any modification whatsoever. The Three Month Order shall state with specificity the Final Products ordered as well as the specific packaging required (e.g., medical sample or consumer purchase), consistent with applicable Packaging Specifications. Endo shall specify therein, for each month, the quantity of Final Product to be purchased. The remaining nine months of the Rolling Order may be modified by future Rolling Orders. All Rolling Orders for a Final Product that Endo may place with Lavipharm shall be subject to written acceptance by Lavipharm within seven days of receipt of such Rolling Order by Lavipharm and no order shall be effective unless so accepted. Prior to the Term Year in which the first sale of each Final Product will be made, the Parties shall agree on procedures for the delivery of Rolling Orders, such as the timing and method of delivery of the Rolling Orders and the Final Productchanges.