Common use of Adjustments Due to Technical Changes Clause in Contracts

Adjustments Due to Technical Changes. Amendments to Sepracor's Technical Information or any Quality Agreement requested by Sepracor will only be implemented following a technical and cost review by Patheon and are subject to Sepracor and the Patheon reaching agreement as to revisions, if any, to the fees specified in Schedule B necessitated by any such amendment. If Sepracor accepts a proposed fee change, the proposed change in Sepracor's Technical Information shall be implemented, and the fee change shall become effective only with respect to those orders of Products that are manufactured in accordance with the revised Sepracor's Technical Information. In addition, Sepracor agrees to purchase, at Patheon's actual out-of-pocket cost, all Inventory utilized under the "old" Sepracor Technical Information and purchased or maintained by Patheon in order to fill Firm Orders or in accordance with Section 5.3, to the extent that such Inventory can no longer be utilized under the revised Sepracor Technical Information. Open purchase orders for Components no longer required under any revised Sepracor Technical Information that were placed by Patheon with suppliers in order to fill Firm Orders or in accordance with Section 5.3 shall be cancelled where possible, and where such orders are not subject to cancellation without penalty, shall be assigned to and satisfied by Sepracor.

Adjustments Due to Technical Changes. Amendments to SepracorCephalon's Technical Information or any Quality the Technical Agreement requested by Sepracor Cephalon will only be implemented following a technical and cost review by Patheon and are subject to Sepracor Cephalon and the Patheon reaching agreement as to revisions, if any, to the fees specified in Schedule Schedules A or B necessitated by any such amendment. If Sepracor Cephalon accepts a proposed fee change, the proposed change in SepracorCephalon's Technical Information shall be implemented, and the fee change shall become effective only with respect to those orders of Products that are manufactured in accordance with the revised SepracorCephalon's Technical Information. In addition, Sepracor Cephalon agrees to purchase, at Patheon's actual out-of-pocket cost, all Inventory utilized under the "old" Sepracor Cephalon's Technical Information and purchased or maintained by Patheon in order to fill Firm Orders or in accordance with Section 5.3, to the extent that such Inventory can no longer be utilized under the revised Sepracor Cephalon's Technical Information. Open purchase orders for Components no longer required under any revised Sepracor Client's Technical Information that were placed by Patheon with suppliers in order to fill Firm Orders or in accordance with Section 5.3 shall be cancelled where possible, and where such orders are not subject to cancellation without penalty, shall be assigned to and satisfied by SepracorCephalon.

Adjustments Due to Technical Changes. Amendments to Sepracor's Technical Information the Specifications or any the Quality Agreement requested by Sepracor the Client will only be implemented following a technical and cost review by Patheon and are subject to Sepracor the Client and the Patheon reaching agreement as to revisions, if any, to the fees Fees specified in Schedule Schedules B or C necessitated by any such amendment. If Sepracor the Client accepts a proposed fee change, the proposed change in Sepracor's Technical Information the Specifications shall be implemented, and the fee change shall become effective only with respect to those orders of Products Drug Product that are manufactured in accordance with the revised Sepracor's Technical InformationSpecifications. In addition, Sepracor the Client agrees to purchase, at Patheon's actual out-of-pocket cost’s cost therefor (including all costs incurred by Patheon in connection with the purchase and handling of such Inventory), all Inventory utilized under the "“old" Sepracor Technical Information ” Specifications and purchased or maintained by Patheon in order to fill Firm Orders or in accordance with Section 5.3, to the extent that such Inventory can no longer be utilized under the revised Sepracor Technical InformationSpecifications. Open purchase orders for Components no longer required under any revised Sepracor Technical Information Specifications that were placed by Patheon with suppliers in order to fill Firm Orders or in accordance with Section 5.3 shall be cancelled where possible, and where such orders are not subject to cancellation without penalty, shall be assigned to and satisfied by Sepracorthe Client. [***]: Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. ARTICLE 5 ORDERS, DELIVERY, INVOICING, PAYMENT

Adjustments Due to Technical Changes. Amendments to Sepracor's ’s Technical Information or any the Quality Agreement requested by Sepracor will only be implemented following a technical and cost review by Patheon and are subject to Sepracor and the Patheon reaching agreement as to revisions, if any, to the fees specified in Schedule B necessitated by any such amendment. If Sepracor accepts a proposed fee change, the proposed change in Sepracor's ’s Technical Information shall be implemented, and the fee change shall become effective only with respect to those orders of Products that are manufactured in accordance with the revised Sepracor's ’s Technical Information. In addition, Sepracor agrees to purchase, at Patheon's ’s actual out-of-pocket cost, all Inventory utilized under the "“old" ” Sepracor Technical Information and purchased or maintained by Patheon in order to fill Firm Orders or in accordance with Section 5.3, to the extent that such Inventory can no longer be utilized under the revised Sepracor Technical Information. Open purchase orders for Components no longer required under any revised Sepracor Technical Information that were placed by Patheon with suppliers in order to fill Firm Orders or in accordance with Section 5.3 shall be cancelled canceled where possible, and where such orders are not subject to cancellation without penalty, shall be assigned to and satisfied by Sepracor.