Common use of Subsequent Purchase Orders Clause in Contracts

Subsequent Purchase Orders. Sear▇▇ ▇▇▇ revise the amount of Antidote estimated in any Forecast, until one year prior to the start of the calendar quarter in which the forecast purchases are to be made (the "Purchase Period"). One year prior to the start of the Purchase Period, Sear▇▇ ▇▇▇ll submit a Purchase Order indicating the amount of Antidote which it thereby commits to purchase from TAb within one (1) year from the start of such Purchase Period. The quantity of Antidote to be ordered pursuant to a Purchase Order shall not be less than seventy-five percent (75%), nor greater than one hundred twenty-five percent (125%) of the quantity indicated in the Forecast; provided, however, that TAb shall use its commercially reasonable best efforts to increase TAb's production capacity and its best efforts to supply the Antidote for orders by Sear▇▇ ▇▇ excess of such amounts. In order to address any order in excess * Confidential treatment requested. Omitted material filed separately. of one hundred twenty-five percent (125%) of the amount indicated in the Forecast, the Parties shall discuss in good faith methods and the cost of increasing TAb's production capacity. TAb shall consent to undertake such commercially reasonable measures as are agreed upon by the Parties in order to increase production capacity. Any such agreed measures will be set forth in a writing executed by both parties. Each Purchase Order shall be accompanied by a payment of * , and a requested delivery schedule for such Antidote, which shall not commence sooner than one (1) year from the date of such Purchase Order. Each such payment shall be nonrefundable except as set forth in Section 14.4, Section 14.6, and Section 2.2. Such purchase orders and any acknowledgment thereof, whether printed, stamped, typed, or written shall be governed by the terms of this Agreement, and none of the provisions of such purchase orders or acknowledgments shall be enforceable except those specifying quantity ordered, delivery dates, and invoice information, and only if such provisions do not conflict with the terms hereof.

Subsequent Purchase Orders. Sear▇▇ ▇▇▇ Altana may revise the amount of Antidote Product estimated for purchase in any Preliminary Forecast, until one year prior to the start of the calendar quarter in which the forecast purchases are to be made (the "each Purchase Period"). One In the Forecast which is due to TAb on or before one year prior to the start of the a given Purchase Period, Sear▇▇ ▇▇▇ll submit a Purchase Order indicating Altana shall indicate the amount of Antidote each Product which it thereby commits to purchase from TAb within one (1) year from the start of such Purchase PeriodPeriod (the "Purchase Order"). The quantity of Antidote any Product to be ordered pursuant to a Purchase Order shall not be less than seventy-five percent (75%), nor greater than one hundred twenty-five percent (125%) of the quantity indicated in the ForecastPreliminary Forecast for such Product; provided, however, that TAb shall use its commercially reasonable best efforts to increase TAb's production capacity and its best efforts to supply the Antidote Products for orders by Sear▇▇ ▇▇ Altana in excess of such amounts. In order to address any order in excess * Confidential treatment requested. Omitted material filed separately. of one hundred twenty-five percent (125%) of the amount indicated in the Forecast, the Parties shall discuss in good faith methods and the cost of increasing TAb's production capacity. TAb shall consent to undertake such commercially reasonable measures as are agreed upon by the Parties in order to increase production capacity. Any such agreed measures will be set forth in a writing executed by both parties. Each Purchase Order shall be accompanied by a standard form of purchase order indicating the quantity of each Product to be purchased, a nonrefundable payment of * thirty-three percent (33%) of the Purchase Price (defined herein) for the Purchase Order, and a requested an estimated delivery schedule for such AntidoteProduct, which shall not commence sooner than one (1) year from the date of such Purchase Order. Each such payment shall be nonrefundable except as set forth in Section 14.4, Section 14.6, and Section 2.2. Such purchase orders and any acknowledgment thereof, whether printed, stamped, typed, or written shall be governed by the terms of this Agreement, and none of the provisions of such purchase orders or acknowledgments shall be enforceable except those specifying quantity ordered, delivery dates, and invoice information, and only if such provisions do not conflict with the terms hereof. Any nonrefundable payments shall be credited in full against the Purchase Price on the corresponding Purchase Order.