Common use of Forecasts and Ordering Clause in Contracts

Forecasts and Ordering. (i) Within thirty (30) days after the approval of the Initial Development Plan, Amersham shall provide Corixa with its projected requirements for Corixa * Confidential Treatment Requested Iodine I 131 Tositumomab through December 31, 2003 in accordance with the Amersham Forecast mechanism set forth in Section 3.1(b). Unless the JDC agrees otherwise, Amersham shall include in all of its forecasts and firm orders and specifically identify within such forecasts and firm orders, those quantities of Corixa Iodine I 131 Tositumomab intended for use in an Initial Approval Clinical Trial in the Territory, as decided by the JDC or Corixa pursuant to Section 4.6 of the License Agreement. Amersham shall update such forecast for its entire projected requirements of Corixa Iodine I 131 Tositumomab quarterly. Such forecasts shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b). (ii) On the Effective Date and on the first day of each month thereafter, Amersham will submit a rolling two (2) month forecast to Corixa for Corixa I 131 Tositumomab in the Territory (the "Corixa I 131 Tositumomab Forecast"). The Corixa I 131 Tositumomab Forecast shall be consistent with (A) the forecasting and ordering mechanisms required under the Nordion Agreements and (B) the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b). Each Corixa I 131 Tositumomab Forecast shall cover, in weekly amounts, the two (2) months that follow the month in which such forecast was submitted to Corixa. (iii) Every Monday during the period that Corixa is supplying Corixa Iodine I 131 Tositumomab to Amersham, Amersham shall place a firm order for all Corixa Iodine I 131 Tositumomab that it wishes to receive, including for so long as applicable the Corixa Iodine I 131 Tositumomab designated for use in an Initial Approval Clinical Trial, during the week that is two weeks after the week of such firm order. Such firm order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b) and shall be considered binding on Amersham. Subject to the next sentence, Amersham shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order in accordance with Article 4. Corixa shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order that is designated in such firm order for use in an Initial Approval Clinical Trial in the Territory. Any shortfalls of Corixa I 131 Tositumomab shall be handled as set forth in Section 3.11.

Forecasts and Ordering. (a) At least[***] days prior to the anticipated date of the First Commercial Sale for a Product in the Territory for the Field, Evolus shall prepare and provide Symatese with a written non-binding rolling forecast, on a month-by-month basis, of its total requirement for Products, including desired delivery dates, for the following [****] months (“Products Forecast”). Starting after the First Commercial Sale, on the first Business Day of each month during the Term, Evolus shall submit to Symatese a Products Forecast where the first [***] months of each Products Forecast shall be binding, and the remainder of the Products Forecast shall be non-binding. (b) Evolus shall submit written purchase orders for Products (“Purchase Orders”) at least [***] days prior to the requested shipment date for such Purchase Order. Any Purchase Order may be amended solely by written agreement of the Parties. No terms and conditions contained in any Purchase Order, acknowledgment, invoice, bill of lading, acceptance or other preprinted form issued by either Party shall be effective to the extent such terms or conditions are inconsistent with or modify any term or condition contained in this Agreement unless explicitly approved in writing by both Parties. (c) Symatese shall notify Evolus within [***] days after Symatese receives a Purchase Order from Evolus indicating if Symatese rejects such Purchase Order, otherwise the Purchase Order is deemed accepted. Symatese may accept a Purchase Order by: (i) Within thirty initiating performance under such Purchase Order; (30ii) days accepting full payment from Evolus as consideration for such Purchase Order; or (iii) expressly accepting such Purchase Order in writing. Immediately after the approval of the Initial Development Planacceptance by Symatese, Amersham shall provide Corixa with its projected requirements for Corixa * Confidential Treatment Requested Iodine I 131 Tositumomab through December 31, 2003 in accordance with the Amersham Forecast mechanism set forth in Section 3.1(b). Unless the JDC agrees otherwise, Amersham shall include in all of its forecasts and firm orders and specifically identify within such forecasts and firm orders, those quantities of Corixa Iodine I 131 Tositumomab intended for use in an Initial Approval Clinical Trial in the Territory, as decided by the JDC or Corixa pursuant to Section 4.6 of the License Agreement. Amersham shall update such forecast for its entire projected requirements of Corixa Iodine I 131 Tositumomab quarterly. Such forecasts each Purchase Order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b)binding upon Symatese. (iid) On If Symatese believes that it will not be able to satisfy Evolus’ requirements for the Effective Date Products, it shall promptly notify Evolus, specifying the reasons for the expected delay and its anticipated duration. In the event of any shortage of Product’s in Symatese’s inventory, Symatese shall, on order by Evolus, ship to Evolus at least as many units of the first day of each month thereafter, Amersham will submit a rolling two (2) month forecast Product as Symatese ships to Corixa for Corixa I 131 Tositumomab in the Territory (the "Corixa I 131 Tositumomab Forecast"). The Corixa I 131 Tositumomab Forecast shall be consistent with (A) the forecasting and ordering mechanisms required under the Nordion Agreements and (B) the any other customer who has historically ordered similar quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b)Products, taking into account all customers’ purchase histories and industries, among other things. Each Corixa I 131 Tositumomab Forecast shall coverIf any Product is subject to limited availability at any time and Evolus has placed Purchase Orders for such Product, then either before or after the date such Product becomes subject to limited availability, Symatese agrees to notify Evolus before filling any Purchase Order for such Product, and Evolus has the right, in weekly amountsits sole discretion and without liability or penalty, the two (2) months that follow the month in which to cancel any existing Purchase Order for such forecast was submitted to CorixaProduct. (iii) Every Monday during the period that Corixa is supplying Corixa Iodine I 131 Tositumomab to Amersham, Amersham shall place a firm order for all Corixa Iodine I 131 Tositumomab that it wishes to receive, including for so long as applicable the Corixa Iodine I 131 Tositumomab designated for use in an Initial Approval Clinical Trial, during the week that is two weeks after the week of such firm order. Such firm order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b) and shall be considered binding on Amersham. Subject to the next sentence, Amersham shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order in accordance with Article 4. Corixa shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order that is designated in such firm order for use in an Initial Approval Clinical Trial in the Territory. Any shortfalls of Corixa I 131 Tositumomab shall be handled as set forth in Section 3.11.

Forecasts and Ordering. (a) At least [***] days prior to the anticipated date of the First Commercial Sale for a Product in the Territory for the Field, Evolus shall prepare and provide Symatese with a written non-binding rolling forecast, on a month-by-month basis, of its total requirement for Products, including desired delivery dates, for the following [***] months (“Products Forecast”). Starting after the First Commercial Sale, on the first Business Day of each month during the Term, Evolus shall submit to Symatese a Products Forecast a where the first [***] months of each Products Forecast shall be binding, and the remainder of the Products Forecast shall be non-binding. (b) Evolus shall submit written purchase orders for Products (“Purchase Orders”) at least [***] days prior to the requested shipment date for such Purchase Order. Any Purchase Order may be amended solely by written agreement of the Parties. No terms and conditions contained in any Purchase Order, acknowledgment, invoice, bill of lading, acceptance or other preprinted form issued by either Party shall be effective to the extent such terms or conditions are inconsistent with or modify any term or condition contained in this Agreement unless explicitly approved in writing by both Parties. (c) Symatese shall notify Evolus within [***] days after Symatese receives a Purchase Order from Evolus indicating if Symatese accepts or rejects such Purchase Order. Symatese may accept a Purchase Order by: (i) Within thirty initiating performance under such Purchase Order; (30ii) days accepting full payment from Evolus as consideration for such Purchase Order; or (iii) expressly accepting such Purchase Order in writing. Immediately after the approval of the Initial Development Planacceptance by Symatese, Amersham shall provide Corixa with its projected requirements for Corixa * Confidential Treatment Requested Iodine I 131 Tositumomab through December 31, 2003 in accordance with the Amersham Forecast mechanism set forth in Section 3.1(b). Unless the JDC agrees otherwise, Amersham shall include in all of its forecasts and firm orders and specifically identify within such forecasts and firm orders, those quantities of Corixa Iodine I 131 Tositumomab intended for use in an Initial Approval Clinical Trial in the Territory, as decided by the JDC or Corixa pursuant to Section 4.6 of the License Agreement. Amersham shall update such forecast for its entire projected requirements of Corixa Iodine I 131 Tositumomab quarterly. Such forecasts each Purchase Order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b)binding upon Symatese. (iid) On If Symatese believes that it will not be able to satisfy Evolus’ requirements for the Effective Date Products, it shall promptly notify Evolus, specifying the reasons for the expected delay and its anticipated duration. In the event of any shortage of Product’s in Symatese’s inventory, Symatese shall, on order by Evolus, ship to Evolus at least as many units of the first day of each month thereafter, Amersham will submit a rolling two (2) month forecast Product as Symatese ships to Corixa for Corixa I 131 Tositumomab in the Territory (the "Corixa I 131 Tositumomab Forecast"). The Corixa I 131 Tositumomab Forecast shall be consistent with (A) the forecasting and ordering mechanisms required under the Nordion Agreements and (B) the any other customer who has historically ordered similar quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b)Products, taking into account all customers’ purchase histories and industries, among other things. Each Corixa I 131 Tositumomab Forecast shall coverIf any Product is subject to limited availability at any time and Evolus has placed Purchase Orders for such Product, then either before or after the date such Product becomes subject to limited availability, Symatese agrees to notify Evolus before filling any Purchase Order for such Product, and Evolus has the right, in weekly amountsits sole discretion and without liability or penalty, the two (2) months that follow the month in which to cancel any existing Purchase Order for such forecast was submitted to CorixaProduct. (iii) Every Monday during the period that Corixa is supplying Corixa Iodine I 131 Tositumomab to Amersham, Amersham shall place a firm order for all Corixa Iodine I 131 Tositumomab that it wishes to receive, including for so long as applicable the Corixa Iodine I 131 Tositumomab designated for use in an Initial Approval Clinical Trial, during the week that is two weeks after the week of such firm order. Such firm order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b) and shall be considered binding on Amersham. Subject to the next sentence, Amersham shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order in accordance with Article 4. Corixa shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order that is designated in such firm order for use in an Initial Approval Clinical Trial in the Territory. Any shortfalls of Corixa I 131 Tositumomab shall be handled as set forth in Section 3.11.

Forecasts and Ordering. (i) Within thirty (30) [*] days after the approval of the Initial Development Plan, Amersham shall provide Corixa with its projected requirements for Corixa * Confidential Treatment Requested Iodine I 131 Tositumomab through December 31, 2003 [*] in accordance with the Amersham Forecast mechanism set forth in Section 3.1(b). Unless the JDC agrees otherwise, Amersham shall include in all of its forecasts and firm orders and specifically identify within such forecasts and firm orders, those quantities of Corixa Iodine I 131 Tositumomab intended for use in an Initial Approval Clinical Trial in the Territory, as decided by the JDC or Corixa pursuant to Section 4.6 of the License Agreement. Amersham shall update such forecast for its entire projected requirements of Corixa Iodine I 131 Tositumomab quarterly. Such forecasts shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b). (ii) On the Effective Date and on the first day of each month thereafter, Amersham will submit a rolling two (2) [*] month forecast to Corixa for Corixa I 131 Tositumomab in the Territory (the "Corixa I 131 Tositumomab Forecast"). The Corixa I 131 Tositumomab Forecast shall be consistent with (A) the forecasting and ordering mechanisms required under the Nordion Agreements and (B) the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b). Each Corixa I 131 Tositumomab Forecast shall cover, in weekly amounts, the two (2) [*] months that follow the month in which such forecast was submitted to Corixa. (iii) Every Monday during the period that Corixa is supplying Corixa Iodine I 131 Tositumomab to Amersham, Amersham shall place a firm order for all Corixa Iodine I 131 Tositumomab that it wishes to receive, including for so long as applicable the Corixa Iodine I 131 Tositumomab designated for use in an Initial Approval Clinical Trial, during the week that is two weeks [*] after the week of such firm order. Such firm order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b) and shall be considered binding on Amersham. Subject to the next sentence, Amersham shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order in accordance with Article 4. Corixa shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order that is designated in such firm order for use in an Initial Approval Clinical Trial in the Territory. Any shortfalls of Corixa I 131 Tositumomab shall be handled as set forth in Section 3.11-------- * Confidential Treatment Requested.

Forecasts and Ordering. (i) Corixa has already submitted to BI Pharma the forecast shown in Exhibit A for the supply of Tositumomab to Amersham, including the supply of Tositumomab designated for use in an Initial Approval Clinical Trial, for the period from the Effective Date until December 31, 2003 (the "Corixa Forecast"). Within thirty (30) days after the approval by the JDC of the Initial Development Plan, and no later than the tenth (10th) day of the second month of each calendar quarter thereafter, Amersham shall provide furnish to Corixa with a written rolling three (3) year forecast of its projected requirements for anticipated purchase of bulk Product (including Tositumomab to be used in the manufacture of Corixa * Confidential Treatment Requested Iodine I 131 Tositumomab through December 31, 2003 in accordance or Amersham Iodine I 131 Tositumomab) or filled and finished Product for the Territory which shall be consistent with the terms and conditions of the BI Pharma Agreements (the "Amersham Forecast"). Each Amersham Forecast mechanism set forth shall cover a three (3) year forecast period starting the first (1st) day of the second calendar quarter after the quarter in Section 3.1(b)which Amersham provided such Amersham Forecast to Corixa. The Amersham Forecast shall be submitted to Corixa in the format specified in writing by Corixa. Unless the JDC agrees otherwise, Amersham shall include in all of its forecasts the Amersham Forecasts and firm orders and shall specifically identify within such forecasts and firm ordersthe Amersham Forecasts, those quantities of Corixa Iodine I 131 Tositumomab intended for use in an Initial Approval Clinical Trial in the Territory, as decided by the JDC or Corixa pursuant to Section 4.6 of the License Agreement. Amersham shall update such forecast for its entire projected requirements of Corixa Iodine I 131 Tositumomab quarterly. Such forecasts shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b). (ii) On the Effective Date and on the first day of each month thereafterSubject to subsection (iii) below, Amersham will submit a rolling two (2) month forecast to Corixa for Corixa I 131 Tositumomab in the Territory (the "Corixa I 131 Tositumomab Forecast"). The Corixa I 131 Tositumomab Forecast shall be consistent obligated to purchase from Corixa those portions of the Amersham Forecasts that are binding in accordance with (A) the forecasting and ordering mechanisms required under the Nordion Agreements and (B) the quantities of Corixa I 131 Tositumomab criteria set forth in Section 3.2(b)Appendix 2B of the BI Pharma Agreement. Each Corixa I 131 Tositumomab Forecast Amersham shall coverpay Corixa, in weekly amountsaccordance with the terms of Article 4 of this Agreement, the two (2) months that follow the month in which for all such forecast was submitted to Corixaquantities of Tositumomab. (iii) Every Monday during Corixa shall be obligated, for the period that Corixa is supplying Corixa Iodine I 131 Tositumomab to Amersham, Amersham shall place a firm order for all Corixa Iodine I 131 Tositumomab that it wishes to receive, including for so long as applicable from the Corixa Iodine I 131 Tositumomab designated for use in Effective Date until the end of an Initial Approval Clinical Trial, during the week that is two weeks after the week of such firm order. Such firm order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b) and shall be considered binding on Amersham. Subject to the next sentence, Amersham shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order in accordance with Article 4. Corixa shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order that is designated in such firm order for use in an Initial Approval Clinical Trial in the Territory, to the extent that such Tositumomab is manufactured pursuant to a binding portion of the Corixa Forecast or an Amersham Forecast. Any shortfalls of All amounts paid by Corixa I 131 Tositumomab pursuant to this subsection 3.1(b)(iii) shall be handled as set forth included in the Development Budget for the Initial Approval Clinical Trials and shall be Initial Approval Trials Costs for the Initial Approval Clinical Trials and subject to the terms and conditions of the License Agreement, including but not limited to Section 3.115.2(a)(iii) thereof. (iv) In the event that Corixa is informed by BI Pharma that BI Pharma, pursuant to Section 3.1.2 of the BI Pharma supply agreement, will not be able to supply enough Tositumomab to satisfy Amersham's projected requirements for Tositumomab during a particular period, Corixa shall inform Amersham of such projected shortfall and Section 3.1(e) shall apply.

Forecasts and Ordering. Confidential Treatment Requested. (i) Corixa has already submitted to BI Pharma the forecast shown in Exhibit A for the supply of Tositumomab to Amersham, including the supply of Tositumomab designated for use in an Initial Approval Clinical Trial, for the period from the Effective Date until [*] (the "Corixa Forecast"). Within thirty (30) days after the approval by the JDC of the Initial Development Plan, and no later than [*] of each calendar quarter thereafter, Amersham shall provide furnish to Corixa with a written rolling [*] year forecast of its projected requirements for anticipated purchase of bulk Product (including Tositumomab to be used in the manufacture of Corixa * Confidential Treatment Requested Iodine I 131 Tositumomab through December 31, 2003 in accordance or Amersham Iodine I 131 Tositumomab) or filled and finished Product for the Territory which shall be consistent with the terms and conditions of the BI Pharma Agreements (the "Amersham Forecast"). Each Amersham Forecast mechanism set forth shall cover a [*] year forecast period starting the [*] day of [*] after the quarter in Section 3.1(b)which Amersham provided such Amersham Forecast to Corixa. The Amersham Forecast shall be submitted to Corixa in the format specified in writing by Corixa. Unless the JDC agrees otherwise, Amersham shall include in all of its forecasts the Amersham Forecasts and firm orders and shall specifically identify within such forecasts and firm ordersthe Amersham Forecasts, those quantities of Corixa Iodine I 131 Tositumomab intended for use in an Initial Approval Clinical Trial in the Territory, as decided by the JDC or Corixa pursuant to Section 4.6 of the License Agreement. Amersham shall update such forecast for its entire projected requirements of Corixa Iodine I 131 Tositumomab quarterly. Such forecasts shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b). (ii) On the Effective Date and on the first day of each month thereafterSubject to subsection (iii) below, Amersham will submit a rolling two (2) month forecast to Corixa for Corixa I 131 Tositumomab in the Territory (the "Corixa I 131 Tositumomab Forecast"). The Corixa I 131 Tositumomab Forecast shall be consistent obligated to purchase from Corixa those portions of the Amersham Forecasts that are binding in accordance with (A) the forecasting and ordering mechanisms required under the Nordion Agreements and (B) the quantities of Corixa I 131 Tositumomab criteria set forth in Section 3.2(b)Appendix 2B of the BI Pharma Agreement. Each Corixa I 131 Tositumomab Forecast Amersham shall coverpay Corixa, in weekly amountsaccordance with the terms of Article 4 of this Agreement, the two (2) months that follow the month in which for all such forecast was submitted to Corixaquantities of Tositumomab. (iii) Every Monday during Corixa shall be obligated, for the period that Corixa is supplying Corixa Iodine I 131 Tositumomab to Amersham, Amersham shall place a firm order for all Corixa Iodine I 131 Tositumomab that it wishes to receive, including for so long as applicable from the Corixa Iodine I 131 Tositumomab designated for use in Effective Date until the end of an Initial Approval Clinical Trial, during the week that is two weeks after the week of such firm order. Such firm order shall be consistent with the quantities of Corixa I 131 Tositumomab set forth in Section 3.2(b) and shall be considered binding on Amersham. Subject to the next sentence, Amersham shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order in accordance with Article 4. Corixa shall pay for all Corixa Iodine I 131 Tositumomab delivered pursuant to such a firm order that is designated in such firm order for use in an Initial Approval Clinical Trial in the Territory, to the extent that such Tositumomab is manufactured pursuant to a binding portion of the Corixa Forecast or an Amersham Forecast. Any shortfalls of All amounts paid by Corixa I 131 Tositumomab pursuant to this subsection 3.1(b)(iii) shall be handled as set forth included in the Development Budget for the Initial Approval Clinical Trials and shall be Initial Approval Trials Costs for the Initial Approval Clinical Trials and subject to the terms and conditions of the License Agreement, including but not limited to Section 3.115.2(a)(iii) thereof. (iv) In the event that Corixa is informed by BI Pharma that BI Pharma, pursuant to Section 3.1.2 of the BI Pharma supply agreement, will not be able to supply enough Tositumomab to satisfy Amersham's projected requirements for Tositumomab during a particular period, Corixa shall inform Amersham of such projected shortfall and Section 3.1(e) shall apply.