Fixed Manufacturing Cost definition

Fixed Manufacturing Cost means those Manufacturing overhead costs incurred by Spark and its Affiliates relating exclusively to the Spark Facility and directly relate to the Manufacture of Drug Substance, which may include costs relating to utilities, insurance, audits and inspections, Manufacturing administrative and facilities costs, analytical testing and other testing, non-capitalized equipment purchase and maintenance, quality control, compliance, Spark Facility and equipment depreciation, process development costs, cleaning, personnel costs relating to the Spark Facility and compliance, all of the foregoing calculated in accordance with Accounting Standards, and any other items as mutually agreed between the Parties following discussion at the JSC from time to time. [**]. In the event that a portion of the Spark Facility is used to manufacture another product or program, then to the extent that any of the foregoing costs are attributable both to the Drug Substance and to one or more other products or programs of Spark or an Affiliate, such costs shall be included in the Fixed Manufacturing Cost and allocated between the Drug Substance and other products as mutually agreed between the Parties following discussion at the JSC. The applicable categories and components thereof identified in Column B of Exhibit A (excluding all other columns) attached hereto shall serve as the general basis for calculating “Fixed Manufacturing Cost” for any [**], subject to the JSC’s discussion and input as to the specific units and allocation methodologies to be used to calculate the costs for each such category and components thereof for a particular [**] and the Parties’ understanding that in [**], it is possible that a category or any of its components thereof may include no costs.
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Examples of Fixed Manufacturing Cost in a sentence

  • Purchaser acknowledges that the Manufacturing Cost specified above may need to be modified in order to maintain consistency between this Agreement and the MTPC Agreement if the price charged by MTPC to VIVUS for Product changes, it being understood that (a) such price will not *** prior to *** and (b) after such date such price can only *** if MTPC’s actual manufacturing cost for the Product exceeds *** percent (***%) of the Fixed Manufacturing Cost above.

  • Upon payment in full to VIVUS of the portion of the Price based on the Fixed Manufacturing Cost, such quantities of Product will be sold to Purchaser EXW (Incoterms 2010) [**] facilities, and title to such quantities of Product shall automatically pass to Purchaser.

  • Upon payment in full to VIVUS of the portion of the Price based on the Fixed Manufacturing Cost, such quantities of Product will be sold to Purchaser EXW (Incoterms 2010) *** facilities, and title to such quantities of Product shall automatically pass to Purchaser.