This excerpt taken from the CEPH 10-K filed Mar 15, 2005.
Effective January 1,2005, the parties agree to further revise the above pricing procedure to establish an annual fixed price which will allow CEPHALON to purchase Active Drug Substance independent of the Product.
Any Active Drug Substance manufactured by Abbott pursuant to this Agreement shall be shipped, on consignment, FCA ABBOTTs manufacturing plant to the location specified by CEPHALON. Title and risk of loss shall pass to CEPHALON upon delivery of Active Drug Substance to the carrier. Shipment shall be via a carrier designated by CEPHALON. Title to, and risk of loss of, Active Drug Substance shall be retained by CEPHALON for Active Drug Substance stored by ABBOTT; provided, however, ABBOTT shall be responsible for replacing any Active Drug Substance that is destroyed due to ABBOTTs gross negligence or willful misconduct as identified through exception documentation.
The price due to Abbott hereunder, for 2005 shall be in accordance with and as set forth in Schedule D for 2005.
** Portions of this exhibit have been omitted and filed separately pursuant to an application for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
For any and all other product and requested services, ABBOTT shall be entitled to receive from CEPHALON and CEPHALON shall pay to ABBOTT a fee equal to ABBOTTs cost plus [**] percent ([**]%).