General Pricing. Pricing for all Products shall be based upon a combination of: (a) […***…], as described below in Section 3.1(a) ([…***…]), (b) the Pricing Formula, as described below in Section 3.1(b) (Finished Goods Pricing); and (c) equitable adjustments for the other pricing factors described below in Section 3.1(c) (Equitable Adjustments). (a) […***…]. Product pricing shall be based upon a mutually-agreed upon […***…]. The […***…] for the period from the date hereof through the end of the second calendar quarter of 2014 are set forth in Annex C-1 ([…***…]). No later than the end of 2013, the Parties shall discuss and negotiate in good faith an amendment to Annex C-1 ([…***…]) that sets forth the applicable […***…] for the […***…] calendar quarters immediately following the second calendar quarter of 2014. Thereafter, before each anniversary of the Effective Date (whereupon the term of this Agreement shall be extended for an additional one (1) year in accordance with Section 14.1 (Term of the Agreement)), the Parties shall discuss and negotiate in good faith a follow-on amendment to Annex C-1 ([…***…]) adding the mutually-agreed upon […***…] for an additional […***…] calendar quarters, such that at any given time during the term of this Agreement after the end of 2013, Annex C-1 ([…***…]) shall set forth a complete set of mutually-agreed […***…] for the entire remaining term of this Agreement.
Appears in 2 contracts
Sources: Manufacturing Services Agreement (Entropic Communications Inc), Manufacturing Services Agreement (Entropic Communications Inc)
General Pricing. Pricing for all Products shall be based upon a combination of: (a) […***…], as described below in Section 3.1(a) ([…***…]), (b) the Pricing Formula, as described below in Section 3.1(b) (Finished Goods Pricing); and (c) equitable adjustments for the other pricing factors described below in Section 3.1(c) (Equitable Adjustments).
(a) […***…]. Product pricing shall be based upon a mutually-agreed upon […***…]. The […***…] for the period from the date hereof through the end of the second calendar quarter of 2014 are set forth in Annex C-1 ([…***…]). No later than the end of 2013, the Parties shall discuss and negotiate in good faith an amendment to Annex C-1 ([…***…]) that sets forth the applicable […***…] for the […***…] calendar quarters immediately following the second calendar quarter of 2014. Thereafter, before each anniversary of the Effective Date (whereupon the term of this Agreement shall be extended for an additional one (1) year in accordance with Section 14.1 (Term of the Agreement)), the Parties shall discuss and negotiate in good faith a follow-on amendment to Annex C-1 ([…***…]) adding the mutually-agreed upon […***…] for an additional […***…] calendar quarters, such that at any given time during the term of this Agreement after the end of 2013, Annex C-1 ([…***…]) shall set forth a complete set of mutually-agreed […***…] for the entire remaining term of this Agreement.
(b) Finished Goods Pricing. With respect to any Product, the price of finished goods shall be determined in accordance with the following formula (the “Pricing Formula”): Finished Goods Price = […***…] ***Confidential Treatment Requested EXECUTION VERSION Where: […***…] The Parties acknowledge and agree that the […***…] and the Pricing Formula do not take account of […***…]. The finished goods prices for the Products that will apply at the Effective Date are set forth on Annex C-2, which prices include […***…].
Appears in 1 contract
Sources: Manufacturing Services Agreement