Rolling Forecast. (i) On or before the fifteenth (15th) calendar day of each month during the Term (as defined in Section 6.1 herein), Buyer shall provide Seller with an updated eighteen (18) month forecast of the Products to be manufactured and supplied (each a “Forecast”) for the eighteen (18) month period beginning on the first day of the following calendar month. The first two months of each Forecast will restate the balance of the Firm Order period of the prior Forecast, and the first three (3) months of the Forecast shall constitute the new Firm Order period for which Buyer is obligated to purchase and take delivery of the forecasted Product, and the supply required for the last month of such new Firm Order period shall not be more than one (1) full Standard Manufacturing Batch from the quantity specified for such month in the previous Forecast (or Initial Forecast, as the case may be). Except as provided in Section 2.2(a), Purchase Orders setting forth Buyer’s monthly Product requirements will be issued for the last month of each Firm Order period no later than the fifteenth calendar day of the first month of each Firm Order period, and such Purchase Order will be in agreement with the Firm Order period of the Forecast. If a Purchase Order for any month is not submitted by such deadline, Buyer shall be deemed to have submitted a Purchase Order for such month for the amount of Product set forth in Buyer’s Forecast for such month.
(ii) The remainder of the Forecast shall set forth Buyer’s best estimate of its Product production and supply requirements for the remainder of the Forecast period. Each portion of such Forecast that is not deemed to be a Firm Order shall not be deemed to create a binding obligation on Buyer to purchase and take delivery of Products nor a binding obligation of Seller to deliver Products, except as otherwise provided in Section 2.2(f).
(iii) Forecast and Purchase Orders shall be in full Standard Manufacturing Batches. If a Product has multiple SKUs, then the composite of the forecasted SKU must equate to the Standard Manufacturing Batch. One Purchase Order shall be issued for each full Standard Manufacturing Batch of Product and contain the required information set forth in Section 2.2(e) hereof.
Rolling Forecast. The Distributor shall provide AOS at least one month in advance with a good faith rolling quarterly sales forecast for the units of the Products to be provided by AOS to the Distributor hereunder during each month in such calendar quarter.
Rolling Forecast. No later than one hundred eighty (180) days prior to the intended supply of the first Production Instrument, QTX shall provide STRATEC with QTX’s initial forecast for the twelve (12) month period commencing with the intended supply of the first Production Instrument. During the first two (2) working days of each calendar quarter following the submission of the initial forecast, such quarter to begin on the first day of January, April, July and October, QTX shall provide STRATEC with a regular rolling forecast for the twelve (12) month period following the quarter in which the regular rolling forecast is submitted. Each forecast shall include the anticipated number of Production Instruments and the desired delivery dates. QTX warrants that such forecasts shall have been prepared in good faith in order to facilitate STRATEC’s timely manufacture according to the terms of this Agreement. The number of Production Instruments included in the first quarter of each regular rolling forecast shall be deemed to have been ordered by QTX on a binding basis (Firm Purchase Order). The number of Production Instruments included in the second quarter of each regular rolling forecast shall be deemed to be a commitment to order at —20%/+20% of those Production Instruments (by including them in the first quarter of the next rolling forecast). The number of Production Instruments included in the third and fourth quarter of each regular rolling forecast shall be non-binding on either Party and will be provided for planning purposes only.
Rolling Forecast. Buyer will provide Seller with at least a [*] rolling non-binding forecast, updated [*]. Buyer authorizes Seller to procure long lead-time Materials consistent with Section 4J above in accordance with Buyer's forecasts and flexibility requirements. Buyer further authorizes Seller to purchase minimum buy items and reel quantities to support economic order quantities and Materials requirement planning which may exceed authorized forecasts or Purchase Orders. Seller agrees to inform Buyer of such purchases and Buyer shall have the right to pre-approve all purchases of Unique Materials ordered in excess of forecast. Some of Seller's orders to vendors and/or some Materials may be designated by vendors as non-cancelable or non-returnable. All of these actions may result in Materials procurement in excess of that required by Buyer's Purchase Orders and forecasts. Buyer hereby authorizes Seller to make such purchases as are reasonably necessary to meet Buyer's forecasts. Buyer will be liable for, and Buyer's liability with respect to the procurement of Materials will be limited to Excess and Obsolete Materials as set forth in Section 7 and Section 8 below. For the avoidance of doubt, Seller will be responsible for managing the disposition and liability of all industry standard Materials at no expense or liability to Buyer (i.e., all non-Unique Materials). In addition, Buyer may limit its liability hereunder by specifying to Seller in writing a maximum amount. If Buyer elects to specify a maximum amount Seller will purchase only to that amount and will notify Buyer of the impact to Buyer's forecast/Purchase Orders.
Rolling Forecast. Upon execution of this Agreement, Client will give Patheon a written forecast of the volume of Product that Client expects to order in each of the next 15 months (the “Rolling Forecast”). The Rolling Forecast must be consistent with the Long Term Forecast. Client will provide an updated Rolling Forecast on or before the tenth day of each month. Each updated Rolling Forecast supersedes all previous Rolling Forecasts.
Rolling Forecast. Xxxxx agrees to provide to Sensor-Technik on approximately the first day of each month a good faith rolling 3 month estimate of Product needs. The first ninety (90) days of the rolling forecast shall be a firm purchase commitment to Sensor-Technik by Xxxxx.
Rolling Forecast. On or before the tenth (10th) day of each month, Customer shall provide to Supplier a non-binding 120 day rolling forecast of its anticipated purchases of Product in each of month covered by such forecast (each a “Forecast”).
Rolling Forecast. In each rolling forecast, the number of pagers ---------------- forecasted for the first thirty (30) days shall be 100% firm, the number of pagers forecasted for the second thirty (30) days shall be 75% firm and the number of pagers forecasted for the third thirty (30) day period shall be 50% firm.
Rolling Forecast. Each subsequent written forecast (each a “Rolling Forecast”) shall update the prior forecast, and will be provided by NeurogesX [***] prior to the beginning of each Calendar Quarter in which Patches are required to be delivered. Each Rolling Forecast shall include an estimate of requirements on a monthly basis for such Calendar Quarter and the [***] three (3) Calendar Quarters, so that estimates for a rolling one (1) year period are always provided. The Parties agree that only the first Calendar Quarter in each Rolling Forecast shall be binding on the Parties, as set forth in Section 2.4 below (quantities set forth in such first Calendar Quarter, the “Binding Quantities”). The quantities forecasted for subsequent Calendar Quarters in such forecasts shall be non-binding for both Parties
Rolling Forecast. Following the Initial Forecast, Grünenthal shall provide AcelRx [ * ] with a written [ * ] rolling forecast (the “Rolling Forecast”) of the quantities of Drug, Dispenser Kits and Reusables Kits required by Grünenthal and its Sublicensees and Distributors, and each subsequent monthly update to the Rolling Forecast shall be provided no later than [ * ] Business Days after the beginning of the next monthly period; provided, that (i) during [ * ], the monthly forecast amount of the Drug, Dispenser Kits and Reusables Kits shall not be less than [ * ] of the previous monthly forecast amount of the respective previous monthly forecast amounts of the Drug, Dispenser Kits and Reusables Kits; provided, further, that the monthly forecast amounts of (x) the Drug, Dispenser Kits and Reusables Kits shall not be more than [ * ] of the respective previous monthly forecast amounts of Drug, Dispenser Kits and Reusables Kits in the applicable previous Rolling Forecast; (ii) for [ * ], the monthly forecast amount of the Drug, Dispenser Kits and Reusables Kits shall not be less than [ * ] of the previous monthly forecast amount of the respective previous monthly forecast amounts of the Drug, Dispenser Kits and Reusables Kits; provided, further, that the monthly forecast amounts of (x) the Drug, Dispenser Kits and Reusables Kits shall not be more than [ * ] of the respective previous monthly forecast amounts of Drug, Dispenser Kits and Reusables Kits in the applicable previous Rolling Forecast and (iii) thereafter, the monthly forecast amount of the Drug, Dispenser Kits and Reusables Kits shall not be less than [ * ] of the previous monthly forecast amount of the respective previous monthly forecast amounts of the [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Drug, Dispenser Kits and Reusables Kits; provided, further, that the monthly forecast amounts of (x) the Drug, Dispenser Kits and Reusables Kits shall not be more than [ * ] of the respective previous monthly forecast amounts of Drug, Dispenser Kits and Reusables Kits in the applicable previous Rolling Forecast.
