Unit Pricing Increase. Beginning on January 1, 2017 and continuing on January 1 of each calendar year during the Term thereafter (each a “Re-Pricing Date”), the Unit Pricing, including the minimum shortfall unit pricing, (as set forth on Attachment C) shall be adjusted on an annual basis, upon [**] prior written notice from Catalent to Client, in proportion to [**].
Unit Pricing Increase. Upon at least [**] days prior written notice, the Unit Pricing may be increased [**] by a percentage amount equal to [**]; provided, however, in no case shall such Unit Pricing increase greater than [**] percent ([**]%) above the Unit Pricing in effect during the immediately preceding twelve month period. Further, any substantial increase in Catalent’s cost of Raw Materials shall be passed through to Client, at the sole discretion of Catalent, promptly following Catalent’s delivery of notice of such change in cost, subject to the following: (a) for purposes of this Section 7.2, “substantial” shall mean an increase of [**]% or more in a Raw Material cost; (b) Catalent shall provide to Client written documentation of the change in Catalent’s costs for such Raw Material justifying such price change; and (c) any such price change shall be in proportion to the substantial change in Catalent’s cost of such Raw Material. In the event that Catalent has passed through a price increase in a Raw Material to Client pursuant to this Section 7.2, thereafter in the event there is any substantial price decrease in such Raw Material, Catalent shall pass through to Client such substantial price decrease promptly following Catalent’s delivery of notice of such change in cost.
Unit Pricing Increase. The Unit Pricing shall be adjusted on an annual basis, effective on each July 1st (with the first price adjustment to be effective on July 1, 2017), upon 60 days’ prior written notice from Catalent to Client, to reflect increases in labor, utilities and overhead and shall be in an amount equal to the change in the Producer Price Index (“PPI”), "Pharmaceutical Preparation Manufacturing” (Series ID: PCU325412325412), not seasonally adjusted, as published by the U.S. Department of Labor, Bureau of Labor Statistics. The initial base period for comparison shall be the twelve (12) month period ending on the date most closely preceding July 1, 2017, but which allows enough time for Catalent to provide to Client the notice required by this Section 7.2. In addition, price increases for raw materials, and components shall be passed through to Client. For the avoidance of doubt, no such annual increase shall exceed [***] in the aggregate for the PPI and raw materials and component costs.
Unit Pricing Increase. The Unit Pricing shall be adjusted on an annual basis, effective on 1st of each calendar year after the Effective Date beginning on January 1, 2019 for Product in Purchase Orders placed on or after January 1st, upon one hundred and twenty (120) days prior written notice from Catalent to Client, […***…], FINAL not seasonally adjusted, as published by the U.S. Department of Labor, Bureau of Labor Statistics, over the most recent twelve (12) month period preceding such adjustment date for which the PPI is available. In addition, price increases for […***…] shall be […***…].
Unit Pricing Increase. Beginning with (and effective for) the ***, and annually thereafter, the processing and analytical components of the Unit Pricing may be adjusted by Catalent on an annual basis, upon *** days’ written notice from Catalent to Client, in proportion to the rate of inflation as measured by the PPI for Pharmaceutical Preparations (PCU325412325412); provided that such annual price increase does not exceed *** percent (***%). Notwithstanding the foregoing or any change in the PPI, price increases for Raw Materials shall be passed through to Client via an increase in the Unit Price (such price increase, a “Raw Materials Price Increase”).
Unit Pricing Increase. The Unit Pricing may be adjusted on an annual basis according to a change in the PPI as described herein, effective on [***] of each year after the Effective Date beginning on March 1st, 2024, for Product in Purchase Orders placed on or after March 1st, upon [***] days prior written notice from CoreRx to Client before March 1st of each calendar year during the Term. In no event shall the amount of the adjustment for Products in any year exceed an amount equal to the change in the Producer Price Index (“PPI”), [***], not seasonally adjusted, as published by the U.S. Department of Labor, Bureau of Labor Statistics, over the most recent [***]period preceding such adjustment date for which the PPI is available. In addition, price increases or decreases for Raw Materials (including those Raw Materials referenced in Section 3.2(B)) shall be passed through to Client at the time of such price increase or decrease through an adjustment to the Unit Pricing.
Unit Pricing Increase. The Unit Pricing shall be adjusted on January 1st of each Contract Year to reflect increases in labor, utilities and overhead and shall be in an amount equal to the change in the Producer Price Index ("PPI"), "Pharmaceutical Preparation Manufacturing" (Series ID: PCU325412325412), not seasonally adjusted, as published by the U.S. Department of Labor, Bureau of Labor Statistics, [redacted]in any one year. The PPI is currently available at the website: xxxxx://xxx.xxx.xxx/ppi/. Catalent shall endeavor to provide Client with prior written notice of such adjustment no later than October 31st of each Contract Year, but any failure to provide such written notice shall not preclude such adjustment. In addition, price increases for Raw Materials, and components shall be passed through to Client.
Unit Pricing Increase. Upon at least [**] days prior written notice, the Unit Pricing may be increased [**] by a percentage amount not to exceed [**]; provided that in no case shall such Unit Pricing increase greater than [**] percent ([**]%) above the Unit Pricing in effect during the immediately preceding twelve month period. For the remainder of [**], the Unit Pricing may be increased upon notification to Kala by a percentage amount not to exceed [**]; provided that in no case shall (a) the unit prices that form the bases for Kala purchase orders [**] (copies of which are attached hereto) be subject to any increase and (b) such Unit Pricing increase greater than [**] percent ([**]%) above the Unit Pricing in effect during the immediately preceding twelve month period. Further, any substantial increase in Catalent’s cost of Raw Materials shall be passed through to Client, at the sole discretion of Catalent, promptly following Catalent’s delivery of notice of such change in cost, subject to the following: (a) for purposes of this Section 7.2, “substantial” shall mean an increase of [**]% or more in a Raw Material cost; (b) Catalent shall provide to Client written documentation of the change in Catalent’s costs for such Raw Material justifying such price change; and (c) any such price change shall be in proportion to the substantial change in Catalent’s cost of such Raw Material. If Catalent has passed through a price increase in a Raw Material to Client pursuant to this Section 7 .2, thereafter in the event there is any substantial price decrease in such Raw Material, Catalent shall pass through to Client such substantial price decrease promptly following Catalent’s delivery of notice of such change in cost.”
Unit Pricing Increase. The Unit Pricing shall be adjusted on an annual basis, effective on each anniversary date of the Effective Date, upon 90 days’ prior written notice from Catalent to Client, to reflect increases or decreases in, among other things, labor, utilities and overhead and shall be in an amount equal to the increase in the Producers Output Pricing Index (“POPI”) as defined in tables MM22 under category K3BI, as published on xxx.xxx.xxx.xx; provided, however, that no increase or decrease in Unit Pricing shall be made to the portion of Unit Pricing that represents royalties under the Development Agreement. In addition, in the event there are proposed price increases for Raw Materials, labor, utilities and components in excess of POPI, the parties shall use commercially reasonable efforts to minimize such price increases and Catalent shall pass such price increases through to Client, without xxxx-up, at the time of such price increase through an adjustment to the Unit Pricing.
Unit Pricing Increase. After the Initial Pricing Period, the Unit Pricing may be adjusted on an annual basis, effective on each July 1st (with the first possible price adjustment to be effective on July 1, 2021), upon [***] days’ prior written notice from QPharma to TXMD, to reflect increases in labor, utilities and overhead and shall be in an amount equal to the change in the Producer Price Index (the “Index”), “Pharmaceutical Preparation Manufacturing” (Series ID: PCU325412325412), not seasonally adjusted, as published by the U.S. Department of Labor, Bureau of Labor Statistics. The initial base period for comparison shall be the twelve (12) month period ending on June 30 immediately preceding the expiration of the Initial Pricing Period. For the avoidance of doubt, if launch of the Product occurs on or after [***], but before [***], QPharma shall be entitled to adjust Unit Pricing for the Initial Pricing Period based upon the difference in the Index on [***] and on [***], but not to exceed [***] percent ([***]%). For the further avoidance of doubt, Unit Pricing Increases after the Initial Pricing Period shall not exceed [***] percent ([***]%) in the aggregate for the Index. In addition, price increases (or decreases) for APIs and Raw Materials shall be passed through at cost to TXMD and not included in the Index-based price adjustment described above.
