Common use of Order and Availability Clause in Contracts

Order and Availability. Purchaser shall place an order for Products reflecting the aggregate amount of Products in the initial Binding Production Forecast once Purchaser has determined, based on applicable test results obtained by it, that the relevant Product Samples have met the Product Specifications. With each subsequent Binding Production Forecast, Purchaser shall deliver an order reflecting the aggregate Column Eluate ordered for the sixth month of the Column Eluate Binding Production Forecast and the aggregate ATIII ordered for the sixth month of the ATIII Binding Production Forecast (in each case, an “Order”). The Orders shall specify delivery dates for the Products. Shipments of Products shall be scheduled by the Parties consistent with the Orders and the Binding Production Forecasts. The Parties shall cooperate to ensure that the Products to be purchased by Purchaser are ordered, and the Inputs to be provided by Purchaser are provided, in a manner so as to allow Bayer to produce such Products efficiently, without material swings in volume over. the course of any twelve (12) month period. The Parties shall cooperate to match the batch size of the Orders with the Inputs provided by Purchaser, taking into consideration, without limitation, Bayer’s normal production lot size.