Zero Volume Forecast Clause Samples
A Zero Volume Forecast clause defines the scenario in which a party is not obligated to purchase or supply any minimum quantity of goods or services under a contract. In practice, this means that the buyer can forecast zero demand for a given period without breaching the agreement, and the supplier is not required to reserve or deliver any product for that timeframe. This clause is particularly useful in flexible supply arrangements, as it allows parties to adapt to fluctuating needs and market conditions without incurring penalties or unnecessary commitments.
Zero Volume Forecast. If Client forecasts zero volume for [***] period during the term of this Agreement (the “Zero Forecast Period”), then Patheon will have the option, at its sole discretion, to provide a [***] notice to Client of Patheon’s intention to terminate this Agreement on a stated day within the Zero Forecast Period. Client thereafter will have [***] to either (i) withdraw the zero forecast and re-submit a reasonable volume forecast, or (ii) negotiate other terms and conditions on which this Agreement will remain in effect. Otherwise, Patheon will have the right to terminate this Agreement at the end of the [***] notice period.
Zero Volume Forecast. If Client forecasts zero volume for a period of nine successive months during the term of a Product Agreement (the “Zero Forecast Period”), then Patheon will have the option, at its sole discretion, to provide a 30 day notice to Client of Patheon’s intention to terminate the Product Agreement on a stated day after the expiration of such 30 day period. Client thereafter will have 30 days to withdraw the zero forecast and re-submit an updated 18 month forecast other than a zero volume forecast. In the alternative, upon request by Client, Client and Patheon shall negotiate in good faith other commercially reasonable terms and conditions on which the Product Agreement will remain in effect. If Client has not submitted an updated 18 month forecast or submitted a request for negotiations to Patheon within such 30 day period, then Patheon will have the right to terminate the Product Agreement at the end of the 30 day notice period.
Zero Volume Forecast. If Indivior forecasts zero volume for twelve successive months period during the term of a Product Agreement (the “Zero Forecast Period”), then Patheon will have the option, at its sole discretion, to provide a 60 day notice to Indivior of Patheon’s intention to terminate the Product Agreement on a stated day within the Zero Forecast Period. Indivior thereafter will have 60 days to either (i) withdraw the zero forecast and re-submit a reasonable volume forecast, or (ii) negotiate other terms and conditions on which the Product Agreement will remain in effect. Otherwise, Patheon will have the right to terminate the Product Agreement at the end of the 60 day notice period.
Zero Volume Forecast. Once Client has commenced issuing Firm Orders for Product, if Client subsequently forecasts zero volume for [**] period during the term of a Product Agreement (the “Zero Forecast Period”), then Patheon will have the option, at its sole discretion, to provide a [**] day notice to Client of Patheon’s intention to terminate the Product Agreement on a stated day within the Zero Forecast Period. Client thereafter will have [**] days to either (i) withdraw the zero forecast and re-submit a reasonable volume forecast, or (ii) negotiate other terms and conditions on which the Product Agreement will remain in effect. Otherwise, Patheon will have the right to terminate the Product Agreement at the end of the [**] day notice period.
Zero Volume Forecast. Unless and until the earlier of Client’s receipt of Regulatory Authority approval to market and sell the Product in both the United States and the European Union and January 1, 2017, Client shall not have any limitations on forecasting a zero volume of Product, provided that any Firm Orders that exceed a zero volume must meet or exceed the Minimum Order Quantity. After the earlier of Client’s receipt of approval to market and sell the Product in both the United States and the European Union and January 1, 2017, if Client forecasts zero volume for [**] period during the term of this Agreement (the “Zero Forecast Period”), then Patheon will have the option, at its sole discretion, to provide a [**] to Client of Patheon’s intention to terminate this Agreement on a stated day within the Zero Forecast Period. Client thereafter will have [**] either (i) withdraw the zero forecast and re-submit a reasonable volume forecast (which shall be deemed reasonable if within [**] of its prior year’s forecast), or (ii) negotiate other terms and conditions on which this Agreement will remain in effect. Otherwise, Patheon will have the right to terminate this Agreement at the end of the [**] period.
Zero Volume Forecast. If Client forecasts zero volume for six successive months period during the term of a Product Agreement (the “Zero Forecast Period”), then Patheon will have the option, at its sole discretion, to provide a 30 day notice to Client of Patheon’s intention to terminate the Product Agreement on a stated day within the Zero Forecast Period. Client thereafter will have 30 days to either (i) withdraw the zero forecast and resubmit a reasonable volume forecast, or (ii) negotiate other terms and conditions on which the Product Agreement will remain in effect. Otherwise, Patheon will have the right to terminate the Product Agreement at the end of the 30 day notice period.
Zero Volume Forecast. If, at any time following commercial launch of the Product, Client forecasts, under Section 5.1(c), zero volume for [* * *] during the term of a Product Agreement (the “Zero Forecast Period”), then [* * *].