Toll Manufacturing Clause Samples

Toll Manufacturing. Company shall retain Manufacturer for the production of T-shirts (the “Products”) in accordance with the specifications contained in the statement of work attached hereto as Exhibit A (the “SOW”). Company will make all reasonable efforts to provide clear instructions, documentation, and product specifications to Manufacturer. Manufacturer must manufacture the Products in accordance with this Agreement, in compliance with applicable laws and regulation, and using generally accepted industry practice.

Toll Manufacturing. 1.1 BioAmber hereby agrees to retain the services of ARD for the production of succinic acid, either in technical grade or in polymer grade, as more fully described in this Agreement (respectively the “Technical Grade Product” and the “Polymer Grade Product”, or collectively the “Product”), at ARD’s succinic acid demonstration plant (“Demonstration Plant”), and located at Pomacle, France, adjacent to the Chamtor wheat mill, for a quantity of Product limited to the production capacity of such demonstration plant and according to the terms and conditions provided in this Agreement. It is understood between the Parties that at the Effective Date, and solely in order to establish the maximum production capacity of ARD, the Demonstration Plant has the following estimated capacities, based on the Product Specifications attached hereto as Schedule W and based on the actual process for the manufacture of the Products more fully described in the document entitled Process Diagram TG (attached hereto as Schedule X), being in possession of both parties; BioAmber recognizes that any change in the Product Specifications or in such Process Diagram TG (including resulting from the use of an anionic columns treatment unity or the recycling of mother liquor in nanofiltration) may reduce such production capacity of the Demonstration Plant: • [***] metric tons for Technical Grade Product, provided however the Demonstration Plant works [***] hours annually in [***] protocol mode only (“[***]”, it being, fermentation media based on [***]); • [***] metric tons for Technical Grade Product, provided however the Demonstration Plant works [***] hours annually in [***] protocol mode only (“[***]”, it being fermentation media based on [***]); • A certain number of metric tons for Polymer Grade Product, being the number of Technical Grade Product produced and used for producing Polymer Grade Product multiplied by a factor [***]. 1.2 ARD shall provide such services to BioAmber on an exclusive basis, and ARD agrees that, for the term of this Agreement, no other activity will be conducted at the Demonstration Plant without the prior written approval of BioAmber. The parties agree that during the term of this Agreement and during each of the Renewed Terms, BioAmber shall have the right, at its discretion, to perform research & development activities in the Demonstration Plant relating to its succinic acid products or other products, subject to any required regulatory authorizations, provid...

Toll Manufacturing. Company shall retain Manufacturer for the production of ____________________ __________________________________________________________________________________________________________________________________________ [Product description] (the “Products”) in accordance with the specifications contained in the statement of work attached hereto as Exhibit A (the “SOW”). Company will make all reasonable efforts to provide clear instructions, documentation, and product specifications to Manufacturer. Manufacturer must manufacture the Products in accordance with this Agreement, in compliance with applicable laws and regulation, and using generally accepted industry practice.

Toll Manufacturing. At Seller’s request, Buyer shall toll manufacture some of the Products listed on Schedule A for Supplier for the period commencing September 1, 2005 and continuing up to but no longer than December 31, 2005. Buyer and Supplier shall use their good faith efforts to ensure the provision to Supplier of the Products requested by Supplier pursuant to this Section 5.

Toll Manufacturing. 1.1 Bioamber hereby agrees to retain the services of ARD for the production of succinic acid (the “Product”), at ARD’s succinic acid demonstration plant, possessing an initial annual production capacity of [***] and located at Pomacle, * Confidential treatment requested France, adjacent to the Chamtor wheat mill (“Demonstration Plant”), for a quantity of Product limited to the production capacity of such demonstration plant and according to the terms and conditions provided in this Agreement, it being understood that the Demonstration Plant capacity is expected to increase over time as a result of improved fermentation titers or improved recovery yields. ARD shall provide such services to Bioamber on an exclusive basis, and ARD agrees that, for the term of this Agreement, no other activity will be conducted at the Demonstration Plant without the prior written approval of Bioamber. In the event that the Demonstration Plant is not operating at full capacity, ARD will have the ability to propose to a third-party manufacturing services in the Demonstration Plant to produce non-succinic acid related products, in order to reduce labor costs for Bioamber. Such third party manufacturing services shall be at Bioamber’s sole discretion and Bioamber shall be under no obligation to accept the production of non-succinic acid related products. For the avoidance of doubt, in the event that ARD does not find a third- party duly approved by Bioamber accepting to enter into a manufacturing contract in the Demonstration Plant to produce non-succinic acid related products, Bioamber shall have to pay to ARD all the labor costs borne by ARD as provided in this Agreement resulting directly from the Demonstration Plant not operating at full capacity. DNP Green shall also have the right to propose a third party for manufacturing services to reduce labor costs, subject to the approval of ARD; should ARD not give its approval, Bioamber shall have to pay ARD according to the provisions hereinabove.

Toll Manufacturing. The parties agree that prior to Closing they will discuss the possibility that Seller may be willing to toll manufacture for the Company products with TEX up to 400 (including low TEX type 30) that have historically been manufactured by the Business but are not Business Products. 5 CONDITIONS ---------- 5.1 Conditions Precedent to the Obligations of Buyer and Seller. ----------------------------------------------------------- The respective obligations of Buyer and Seller to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

Toll Manufacturing. The parties agree that prior to Closing they will discuss the possibility that Seller may be willing to toll manufacture for the Company products with TEX up to 400 (including low TEX type 30) that have historically been manufactured by the Business but are not Business Products.

Toll Manufacturing. Upon at least fourteen (14) days' prior notice by Buyer, Seller shall, during two (2) regular production shifts on consecutive business days at the Facility after the Closing Date but before September 15, 1999, operate the Equipment at the Facility as an independent contractor for Buyer, using ingredients, packaging, and other raw materials to be supplied or made available by Buyer to Seller, F.O.