Common use of Capacity Reservation Clause in Contracts

Capacity Reservation. In advance of each Year of a Product Agreement, Patheon will use the Rolling Forecast for such Product to reserve its manufacturing capacity in that Year for Product as follows: (i) for the first Year, by reference to the first Rolling Forecast; (ii) for the second Year: (1) if the Effective Date of the Product Agreement occurs after July 1, by reference to the first Rolling Forecast; and (2) otherwise, by reference to the Rolling Forecast applicable at July 1 of the previous Year; Confidential Page 16 of 47 (iii) for each subsequent Year, by reference to the Rolling Forecast applicable at July 1 of the previous Year, with the applicable Rolling Forecast (as determined above) for a particular Year being the “Yearly Forecast Volume” for such Product for that Year. At the end of each Year, if the aggregate actual volume of Product ordered by Client with a confirmed Release Date within the Year, taking into account any Product paid for but not ordered, (“Actual Yearly Volume”) is less than [***], then Patheon may invoice and Client will pay Patheon [***]. If the quantity of Product requested by Client in a Year (in purchase orders received by Patheon) exceeds [***] of the Yearly Forecast Volume for that Year, Patheon will use commercially reasonable efforts to supply the additional Product volumes (i.e., in excess of such [***] limitation) ordered; however, Patheon will not be considered to have accepted any purchase order to the extent such purchase order is for additional Product volumes above such [***] of the Yearly Forecast Volume for such Product without written confirmation of such acceptance.

Capacity Reservation. In advance of each Year of a Starting on [***], in the year immediately following the calendar year in which the Product Agreementwas launched, Patheon will use the Rolling Forecast for such Product provided in [***] each year to reserve its manufacturing capacity in that the following Year for Product as follows: (i) for the first Year, by reference to the first Rolling Forecast; (ii) for the second Year: (1) if the Effective Date of the Product Agreement occurs after July 1, by reference to the first Rolling Forecast; and (2) otherwise, by reference to the Rolling Forecast applicable at July 1 of the previous Year; Confidential Page 16 of 47 (iii) for each subsequent Year, by reference to the Rolling Forecast applicable at July 1 of the previous Year, with the applicable Rolling Forecast (as determined above) for a particular Year being the “Yearly Forecast Volume” for such Product for that Year”). At the end of each Year, if the aggregate actual volume of Product ordered by Client with a confirmed Release Date within the Year, taking into account any Product paid for but not ordered, (“Actual Yearly Volume”) is less than [***], then Patheon may invoice and Client will pay Patheon to Patheon: The Conversion Fee for the shortfall of Product below the tolerance during the Year in an amount calculated as follows: [***]] The Conversion Fee with respect to a Year for which a Price adjustment was made as provided in Section 4.2(c) will be subject to adjustment as provided therein. Patheon is obliged to supply product up to [***] of the Yearly Forecast Volume. If the quantity of Product requested by Client in a Year (in purchase orders received by Patheon) exceeds [***] of the Yearly Forecast Volume for that Year, Patheon will use commercially reasonable efforts to supply the additional Product volumes (i.e., in excess of such [***] limitation) ordered; however, volumes. Patheon will not be considered to have accepted any purchase order to for the extent such purchase order is for additional Product volumes above such [***] of the Yearly Forecast Volume for such Product without written confirmation of such acceptanceconfirmation.

Capacity Reservation. In advance Year 2021 of each Year of a Product this Agreement, Patheon will use the Rolling Forecast for such Product to reserve its manufacturing capacity in that Year 2022 for Product as follows: (i) for the first Year, by reference to the first Rolling Forecast; (ii) for the second Year: (1) if the Effective Date of the Product Agreement occurs after July Forecast provided on December 1, by reference to the first Rolling Forecast; and (2) otherwise2021. In all subsequent Years, Patheon will reserve its manufacturing capacity by reference to the Rolling Forecast applicable at July October 1 of the previous Year; Confidential Page 16 of 47 (iii) . The relevant forecast for each subsequent Year, by reference Year will be referred to the Rolling Forecast applicable at July 1 of the previous Year, with the applicable Rolling Forecast (as determined above) for a particular Year being the “Yearly Forecast Volume.” for such Product for that YearClient agrees to purchase and Patheon agrees to provide [***] and the Yearly Forecast Volume will not be less than [***]. 17 CFR 240.24b-2, confidential information has been omitted in places marked “[***]” and has been filed separately with the Securities and Exchange Commission pursuant to a Confidential Treatment Application filed with the Commission. At the end of each YearYear beginning in 2022, if the aggregate actual volume of Product ordered by Client with a confirmed Release Date within the Year, taking into account any Product paid for but not ordered, (“Actual Yearly Volume”) is less than [***]] of the Yearly Forecast Volume, then Patheon may invoice and Client will pay Patheon [***]. But if the Actual Yearly Volume is less than [***] of the Yearly Forecast Volume, [***]. The respective amount will calculated as follows: [***] If the quantity of Product requested by Client in a Year (in purchase orders received by Patheon) exceeds [***] of the Yearly Forecast Volume for that Year, Patheon will use commercially reasonable efforts to supply the additional Product volumes (i.e., in excess of such [***] limitation) ordered; however, volumes. Patheon will not be considered to have accepted any purchase order to the extent such purchase order is for additional Product volumes above such [***] of the Yearly Forecast Volume for such Product without written confirmation of such acceptanceconfirmation.