Specialty Products. The Conversion Charge of the Specialty ------------------ Products for all periods after the fourth (4th) anniversary of this Agreement shall be negotiated by the parties in good faith as provided in this Section 5.1(b). Prior to the second (2nd) anniversary of this Agreement (and, if applicable, each succeeding anniversary of this Agreement at which no Specialty Termination Notice has been delivered as provided in Section 19.3(b) below), GWI shall deliver to Supplier a forecast of production for the Specialty Products for [*] from such anniversary of this Agreement. The parties shall then negotiate in good faith the price and volume of any Specialty Products to be purchased during the period covered by such forecast and Supplier shall reserve for the manufacture of Specialty Products Reactor Gallon production capacity reasonably requested by GWI and sufficient to manufacture and supply volumes of Specialty Products at a level sufficient for indications approved as of the Effective Time by the FDA or other regulatory bodies having jurisdiction over the Specialty Products. The parties acknowledge that the price of the Specialty Products should reflect then relevant circumstances [*] = 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. between the parties. If the parties are unable to agree on such price [*] days prior to the fourth (4th) anniversary of this Agreement (or applicable subsequent anniversary), the price of the Specialty Products for the applicable period shall be [*] (adjusted for the percentage increase, if any, in the Producer Price Index from the Effective Time until such anniversary), plus a [*]% margin.
Appears in 2 contracts
Sources: Supply Agreement (Catalytica Inc), Supply Agreement (Catalytica Inc)