Volume Reduction. If at any time and from time to time Patheon determines, acting reasonably and based on the forecasts and Firm Orders received from the Client, that the current yearly volumes (including, without limitation, any permanent reductions in volumes) relating to the Drug Product will constitute no more than [***] of the minimum annual volume for the Drug Product specified in Schedule B hereto or, if applicable, any revised minimum annual volume hereinafter agreed to by the parties, then Patheon shall be entitled to request an adjustment to the Fees to reflect the demonstrated material increased costs that Patheon will incur as a result of the reduced volumes.
Volume Reduction. Earned royalties determined according to Section 4.5 in a single calendar year shall be subject to a stepped volume discount as follows: Example: If the calculated royalty under Section 4.5 is $2,400,000, the discounted royalty is $1,000,000 x 1.000 plus $1,000,000 x 0.917 plus $400,000 x 0.833.
Volume Reduction. If at any time and from time to time Patheon determines, acting reasonably and based on the forecasts and Firm Orders received from the Client, that the current Minimum Run Quantities (including, without limitation, any permanent reductions in volumes) relating to a specific Product will constitute no more than [**]% of the Annual Volume for that Product specified in Schedule B hereto or, if applicable, any revised Annual Volume hereinafter agreed to by the parties, then Patheon shall be entitled to request an adjustment to the fee for Manufacturing Services in respect of that Product to reflect the increased costs that Patheon will incur as a result of the reduced volumes. If at any time and from time to time the Client determines, acting reasonably and based upon the forecasts and Firm Orders submitted to Patheon, that the current Minimum Run Quantities (including, without limitation, any permanent reduction in volumes) relating to a specific Product will constitute greater than [**]% of the Annual Volume for that Product specified in Schedule B hereto, or if applicable, any revised Annual Volume hereinafter agreed to by the parties, then the Client shall be entitled to request an adjustment to the fee for Manufacturing Services in respect of that Product to reflect the decreased costs that Patheon will incur as a result of the increased volumes. To the extent that the fee for Manufacturing Services in respect of a Product has been previously adjusted pursuant to this clause (a) to reflect reduced or increased volumes, the adjustment provided in this clause (a) shall operate based on the fees attributed to such Product at the time the last of such adjustments were made.
Volume Reduction. If at any time and from time to time Patheon determines, acting reasonably and based on the forecasts and Firm Orders received from the Client, that the current yearly volumes (including, without limitation, any permanent reductions in volumes) relating to the Drug Product will constitute no more than [***]% of the minimum annual volume for the Drug Product specified in Schedule B hereto or, if applicable, any revised minimum annual volume hereinafter agreed to by the parties, then Patheon shall be entitled to request an [***]: 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. adjustment to the Fees to reflect the demonstrated material increased costs that Patheon will incur as a result of the reduced volumes.
Volume Reduction. If at any time during the term of this Agreement the annual volume order by DEPOMED falls below five (5) million tablets, then MOVA shall be entitled to request an adjustment to the Production Fees with respect to the Product to reflect the increased costs that MOVA will incur as a result of the reduced volumes. To the extent that the Production Fee has been previously adjusted pursuant to this Section 5.7 to reflect reduced volumes, the adjustment provided for shall operate based on the fees attributed to such Product at the time the last of such adjustments were made, including any other applicable price adjustments in accordance with this Article 5. ***Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. – 13 –
Volume Reduction. If the entire volume of ACI production being shipped from the Xxxxxxx Xxx Platform should decline to a level less than 200 barrels per day, where [_______] in good faith determines that it becomes uneconomic for it to continue purchasing such ACI production at the prices specified herein, [________] may, in writing, propose a new pricing formula to be used to reflect the economic value to [______] of such reduced volumes of production. The Parties shall then negotiate in good faith to agree upon a price that reflects the economic value of the reduced volumes of CIE’s ACI production under the conditions then existing. If the Parties cannot reach agreement within 30 days of such a request to renegotiate the pricing formula, then either Party may terminate this Agreement upon 30 days notice.
Volume Reduction. If the suspension of performance due to a Force Majeure Event lasts for more than six (6) months and reduces the total volume of Feedstock sold by CLE to KiOR to fifty percent (50%) or less of the Parties’ total volumetric obligations under this Supply Agreement for such period, then, upon thirty (30) days prior written notice to the Affected Party, the other Party may terminate this Agreement.
Volume Reduction. If at any time during a given Year, but no more than once in a given Year, Patheon determines, acting reasonably and based on the forecasts and Firm Orders received from the Client for such Year, that the total quantity of Product to be ordered by Client in such Year will constitute no more than [***] of the Annual Volume specified in Schedule B hereto for such Year or, if applicable, any revised Annual Volume for such Year hereinafter agreed to by the Parties, and, as a result of such reduction, Patheon’s costs to manufacture such Product would increase on a per unit basis, the Parties shall negotiate in good faith an increase in the fee for such units of Product by an amount equal to the increase in Patheon’s costs to manufacture such units of Product. To the extent that the fee for Manufacturing Services in respect of a Product has been previously adjusted pursuant to this Section 5.3(b) to reflect reduced volumes, the adjustment provided in this Section 5.3(b) shall operate based on the fees attributed to such Product at the time the last of such adjustments were made. In the event that, following an increase in the price of Products for a given Year pursuant to this Section 5.3(b), the aggregate purchases of Product by Client from Patheon for such Year are subsequently greater than or equal to [***] of the Annual Volume agreed to by the Parties for such Product for such Year, Patheon agrees to promptly reimburse Client the total of the additional amounts paid by Client to Patheon pursuant to the increase in the Product price under this Section 5.3(b) for such Year. It is understood that the Annual Volume listed in Schedule B is for use by the Parties in calculating adjustments to the price of Products in accordance with the terms of this Section 5.3(b), and shall not be construed as a minimum purchase obligation on the part of Client.
Volume Reduction. If the entire volume of ACI production being shipped from the Drift River terminal should decline to a level less than 9,000 barrels per day, where Tesoro in good faith determines that it becomes uneconomic for it to continue purchasing such ACI production at the prices specified herein, Tesoro may propose a new pricing formula to be used to reflect the economic value to Tesoro of such reduced volumes of production. The Parties shall then negotiate in good faith to agree upon a price that reflects the economic value of the reduced volumes of Forest's ACI production under the conditions then existing. If the Parties cannot reach agreement within 30 days of such a request to renegotiate the pricing formula, then either Party may terminate this Agreement upon 30 days notice.
Volume Reduction. Earned royalties determined according to Section 4.5 in a single calendar year shall be Page 13 subject to a stepped volume discount as follows: [***]
