Reliance by Patheon. The Client understands and acknowledges that Patheon will rely on the Firm Orders and rolling forecasts submitted pursuant to Sections 5.2(a) and (b) in ordering the Components required to meet such Firm Orders. In addition, the Client understands that to ensure an orderly supply of such Components and to achieve economies of scale in the costs, it may be desirable for Patheon to purchase such Components in sufficient volumes to meet the production requirements for Drug Product during part or all of the forecasted periods referred to in Section 5.2(a) or to meet the production requirements of any longer period agreed to by Patheon and the Client. Accordingly, the Client authorizes Patheon to purchase Components in order to satisfy the production requirements for Drug Product for the first six months contemplated in the most recent forecast provided by the Client pursuant to Section 5.2(a), and agrees that Patheon may make such other purchases of Components to meet production requirements during such longer periods as may be agreed to in writing from time to time by the Client at the request of Patheon. If Components ordered by Patheon pursuant to Firm Orders or this Section 5.3 are not included in finished Drug Product purchased by the Client within six months after the forecasted month in respect of which such purchases have been made (or such longer period as the parties may agree), the Client shall pay to Patheon its costs therefor (including all costs incurred by Patheon in connection with the purchase and handling of such Components) and, in the event such Components are incorporated into Drug Product subsequently purchased by the Client or into third party products manufactured by Patheon and subsequently purchased by a third party, the Client will receive credit for any costs of such Components previously paid to Patheon by the Client.
Reliance by Patheon. (a) Client understands and acknowledges that Patheon will rely on the Firm Orders and rolling forecasts submitted under Sections 5.1(a), and (b) in ordering the Components (other than Client- Supplied Components) required to meet the Firm Orders, in addition, Client understands that to ensure an orderly supply of the Components, Patheon may want to purchase the Components in sufficient volumes to meet the production requirements for Products during part or all of the forecasted periods referred to in Section 5.1(a) or to meet the production requirements of any longer period agreed to by Patheon and Client. Accordingly, Client authorizes Patheon to purchase Components to satisfy the Manufacturing Services requirements for Products for the first six months set forth in the most recent forecast given by Client under Section 5.1(a). Patheon may make other purchases of Components to meet Manufacturing Services requirements for longer periods if agreed to in writing by the parties. The Client will give Patheon written authorization to order Components for any launch quantities of Product requested by Client which will be considered a Firm Order when accepted by Patheon.
Reliance by Patheon. 3.5.1 Depomed understands and acknowledges that Patheon will rely on the Maximum Firm Orders and Forecasts in ordering Materials sufficient to meet the Purchase Orders. In addition, Depomed understands that, to ensure an orderly supply of the Materials, Patheon may want to purchase the Materials in sufficient volumes to meet the production requirements for Product during the ensuing Confidential Information, indicated by [***] has been omitted from this filing and filed separately with the Securities and Exchange Commission. [***] of the Forecast or to meet the production requirements of any longer period agreed to by Patheon and Depomed, in writing. Accordingly, Depomed authorizes Patheon to purchase Materials sufficient for it to supply all Product forecasted for the [***] of the most recent Forecast given by Depomed under Section 3.1. Patheon may make other purchases of Materials to meet anticipated manufacturing requirements, based on forecasts for longer periods, if agreed to in writing by the Parties. Depomed has authorized Patheon to order Materials for any launch quantities of Product requested by Depomed. If Materials ordered by Patheon to meet Depomed’s Purchase Orders issued in accordance with Section 3.4.2 or as permitted under this Section 3.5.1 are not included in Product manufactured prior to their expiration dates through no fault of Patheon, then Depomed will pay to Patheon all costs incurred by Patheon for the purchase and handling of such Materials. Patheon shall promptly notify Depomed of the identity of any Materials that have been purchased in accordance with this Section 3.5 and that have expired or become obsolete, and any costs to be charged to Depomed therefor, in accordance with this Section 3.5. Reimbursement of such costs by Depomed shall be due, where applicable, within [***] after its receipt of Patheon’s reconciliation report and calculation of such costs prepared in accordance with Section 5.6. Patheon shall provide pricing information sufficient to show the costs of such Materials, where reimbursement is requested by Patheon.
Reliance by Patheon. (a) Client understands and acknowledges that Patheon will rely on the Firm Orders and Rolling Forecasts submitted under Section 5.1(b) in ordering the Components (other than Client-Supplied Components) required to meet the Firm Orders. In addition, Client understands that to ensure an orderly supply of the Components, Patheon may want to purchase the Components in sufficient volumes to meet the production requirements for Products during part or all of the Rolling Forecast or to meet the production requirements of any longer period agreed to by Patheon and Client in writing. Accordingly, Client authorizes Patheon to, and Patheon shall purchase Components to satisfy the Manufacturing Services requirements for Products for the first [**] contemplated in the most recent Rolling Forecast. Patheon may make other purchases of Components to meet Manufacturing Services requirements for longer periods if agreed to in writing by the parties. Client will give Patheon written authorization to order Components for any launch quantities of Product requested by Client which will be considered a Firm Order when accepted by Patheon. Master Manufacturing Services Agreement (b) Client will reimburse Patheon for the cost of Components that have expired or that are rendered obsolete due to changes in artwork or applicable regulations during the period (collectively, “Obsolete Stock”). This reimbursement will include Patheon’s cost to purchase (plus a [**]% handling fee) and destroy the Obsolete Stock.
Reliance by Patheon. (a) Client understands and acknowledges that Patheon will rely on the Firm Orders and rolling forecasts submitted under Sections 5.1(a), and (b) in ordering the Components (other than Client-Supplied Components) required to meet the Firm Orders. Patheon shall purchase and maintain at its cost and expense (subject to Section 5.2(b) below) a quantity of Components sufficient to satisfy the Manufacturing Services requirements for Products for [***]. Patheon may make other purchases of Components to meet Manufacturing Services requirements for longer periods if agreed to in writing by the parties. Client will give Patheon written authorization to order Components for any launch quantities of Product requested by Client which will be considered a Firm Order when accepted by Patheon.
Reliance by Patheon. (a) Indivior understands and acknowledges that Patheon will rely on the Firm Orders and rolling forecasts submitted under Sections 5.1(a), and (b) in ordering the Components (other than Indivior-Supplied Components) required to meet the Firm Orders. In addition, Indivior understands that to ensure an orderly supply of the Components, Patheon may want to purchase the Components in sufficient volumes to meet the production requirements for Products during part or all of the forecasted periods referred to in Section 5.1(a) or to meet the production requirements of any longer period agreed to by Patheon and Indivior. Accordingly, Indivior authorizes Patheon to purchase Components to satisfy the Manufacturing Services requirements for Products for the first six months contemplated in the most recent forecast given by Indivior under Section 5.1(a). Patheon may make other purchases of Components to meet Manufacturing Services requirements for longer periods if agreed to in writing by the parties. Indivior will give Patheon written authorization to order Components for any launch quantities of Product requested by Indivior which will be considered a Firm Order when accepted by Patheon.
Reliance by Patheon. SciClone understands and acknowledges that Patheon will rely on the Firm Orders submitted pursuant to Section 6.2(b) in ordering the Components required to fulfill such Firm Orders. In addition, SciClone understands that to ensure an orderly supply of such Components and to achieve economies of scale in the costs of such Components therefore, it may be desirable for Patheon to purchase such Components in sufficient volumes to meet the production requirements for Products during part or all of the forecasted periods as defined in Section 6.2(a) or to meet the production requirements of any longer period as Patheon and SciClone may agree to. Accordingly, SciClone agrees that purchases may be made by Patheon in respect of the Components identified in Schedule A to satisfy the production requirements for Products for forecasted periods identified opposite such Components, and in respect of such other purchases to meet production requirements during such longer periods as may be agreed to in writing from time to time by SciClone at the request of Patheon. If such Components are not included in finished Products purchased by SciClone within six months after the forecasted month in respect of which such purchases have been made (or such longer period -------------------- * Certain information on this page has been omitted and filed separately with the commission. Confidential treatment has been requested with respect to the omitted portions. as the parties may agree), SciClone will pay to Patheon its costs thereof and, in the event such Components are incorporated into Products subsequently purchased by SciClone, SciClone will receive credit for any costs of such Components previously paid to Patheon by SciClone.
Reliance by Patheon. Client understands that to ensure an orderly supply of Components to meet Client’s Firm Orders, it may be desirable for Patheon to purchase such Components in sufficient volumes to meet the production requirements for the amount of Product forecasted by Client for the first [***] in the most recent forecast provided by the Client pursuant to Section 3.3(a) or to meet the production requirements of any longer period agreed to by Patheon and the Client in writing. Accordingly, the Client authorizes Patheon to purchase the Components necessary to satisfy the production requirements for Products for the first [***] contemplated in the most recent forecast provided by the Client pursuant to Section 3.3(a) and agrees that Patheon may make such other purchases of Components to meet production requirements during such longer periods as may be agreed to in writing from time to time by the Client at the request of Patheon or the Client. [***] Confidential treatment has been requested for portions of this exhibit. These portions have been omitted from this exhibit and have been filed separately with the Securities and Exchange Commission. TransOral Patheon MSA (Cincinnati and Whitby) – EXECUTION DRAFT
Reliance by Patheon. 14 6.5 [****]................................................................. 14 6.6 Shipments.............................................................. 14 6.7
Reliance by Patheon. Client agrees that purchases may be made by Patheon of the Components to satisfy the production requirements for Firm Orders. In addition, the Client authorizes Patheon to purchase Components in order to satisfy * Redacted text has been omitted and filed separtely pursuant to a request for confidential treatment. the production requirements for Products for the first six months contemplated in the most recent forecast provided by the Client pursuant to Section 3.2, and agrees that Patheon may make such other purchases of Components to meet production requirements during such longer periods as may be agreed to in writing from time to time by the Client at the request of Patheon. In such circumstances, if such Components are not included in finished Products purchased by Client within six months after such purchases have been made (or such longer period as the parties may have agreed to), Client will pay to Patheon its costs thereof and, in the event such Components are incorporated into Products subsequently purchased by Client, Client will receive credit for any of such costs previously paid to Patheon by Client.
