API Price Clause Samples

API Price. For all API supplied by Halozyme under Article 7, Intrexon shall pay to Halozyme a price equal to [*****] percent ([*****]%) of the Fully Burdened Manufacturing Cost to Halozyme to manufacture (or have manufactured), store and supply API. As of the date of this Agreement, the Fully Burdened Manufacturing Cost to Halozyme of the API is reasonably estimated at $[*****]/milligram. Halozyme shall invoice Intrexon for all API upon shipment in accordance with Article 7, and Intrexon shall pay each such invoice unless contested within [*****] days after receipt.

API Price. Schedule 3.1 to this Agreement sets forth the price for API (the “API Price”) based on (i) the aggregate [***] represented by Purchase Orders in a Calendar Year (such aggregate quantities and associated pricing are delineated in Tier 1 of Matrix I and Tier 1, 2, 3, 4, 5 and 6 of Matrix II of Schedule 3.1) and (ii) timely completion of the Expansion and/or the Second Expansion (the associated pricing are delineated in Matrices I and II of Schedule 3.1). In the event Chemport expands the Facility beyond the Second Expansion (“Additional Expansions”), the Parties will negotiate in good faith the price of the API supplied in excess of [***] per year based on a tiered pricing scheme that recognizes relevant investments, the efficiencies in the manufacturing processes of the expanded Facility and any change in Chemport’s cost of manufacturing API.

API Price. The price for API (the “API Price”) shall be as set forth in this Section 4.1(d). (i) The API Price for the Technical Batches and Registration/Stability Batches shall be [***]. (ii) The API Price for the Commercial Validation Batches shall be [***]. (iii) The API Price for the Initial Minimum Purchase Requirement shall be [***]. (iv) The API Price for Second Minimum Purchase Requirement, Third Minimum Purchase Requirement, Fourth Minimum Purchase Requirement and additional quantities of API purchase by Amarin after the purchase of the Minimum Purchase Requirements (“Commercial API”) shall be $[***], as adjusted from time to time in accordance with Section 4.1(d)(vi). (v) Prior to the end of each [***], the Parties will meet to (A) discuss Amarin’s projected, non-binding demand forecast requirements for the next [***], and (B) [***], consistent with the API Price adjustment mechanism set forth in Section 4.1(d)(vi). (vi) From time to time, but in no event more than [***] during a [***] (including any adjustment made in accordance with Section 4.1(d)(v), above), the API Price for the Second Minimum Purchase Requirement, the Third Minimum Purchase Requirement, the Fourth Minimum Purchase Requirement and future Commercial API shall be adjusted by changes in the prices payable by Equateq for [***]. API Price adjustments made pursuant to this Section 4.1(d)(vi) shall be calculated using the methodology in substantially the same form as set forth in Schedule 4.1(d)(vi) attached hereto (the “API Price Adjustment Methodology”). A duly authorised officer of Equateq shall provide Amarin with a written certification of any proposed adjustment and, if requested by Amarin, Equateq shall also provide written verification from its auditors of that certification. Subject to the [***] per [***] limitation, either Party may request in writing the application of the foregoing API Price adjustment to the then-current API Price. The API Price, as adjusted, will become effective for all purchases made during and after the [***] immediately following the [***] that such adjustment was determined. For the avoidance of doubt, this Section 4.1(d)(vi) does not apply to the API Price for the Initial Minimum Purchase Requirement. (vii) Amarin will have the right, during regular business hours and upon reasonable advance notice, to have such books and records of Equateq which document any API Price adjustment described in (vi) above, audited by an independent auditor reasonably acceptab...

API Price. For all Clinical Supply and Commercial Supply of API supplied by Halozyme under this Agreement, Company shall pay to Halozyme a price equal to [***] . Halozyme shall invoice Company for all API upon shipment in accordance with this Article 7. Company shall pay each such invoice within [***] after receipt.

API Price. The parties further agree that for the first year of commercial sales the API price shall be [/*[CONFIDENTIAL TREATMENT REQUESTED]*/] for dextroamphetamine sulfate USP and shall be [/*[CONFIDENTIAL TREATMENT REQUESTED]*/] for all other API. During the Term of this Agreement, the price of API shall not exceed [/*[CONFIDENTIAL TREATMENT REQUESTED]*/].