definiens: means any day which is not a Saturday or Sunday or a bank or public holiday in Seattle, Washington, [ † ] or [ † ] . ” ( b)The definition of is hereby replaced in its entirety with the follo wing : means [COMPANY] ’s pharmaceutical manufacturing faci lity at [ † ], or for certain operations as specified in this Agreement, [ † ] . ” ( c)In the definition of the references to are replaced by 4 . Section 3.2 . - Quality Control ; Agreement and Certificates ( a ) In the first sentence, the reference to ) ” is replaced by ( b ) The penultimate sentence is hereby amended t o read as follows : “ Notwithstanding the foregoing, the Parties agree t hat for Product with a final destination in the Eur opean Union, [COMPANY] may at its option employ the services of Hos pira ’s [ †]-based QP ’s or Third Party QPs to conduct the release testing of each such Batch, and in accordan ce with Section 3.3 shall determine whether such Ba tch is conforming . ” 5 . Section 3.9.2 - Price Adjustments . The penultimate sentence of Section 3.9.2 is here by deleted and replaced by the following clause : 6 . Section 3.9.3 - Taxes ; VAT ; User Fees . Section 3.9.3 is deleted in its entirety an repla ced with the following new clause : “ Taxes . [COMPANY] will pay all federal, state, county or mun icipal sales or use tax, excise, customs charges, d uties or similar charge, or any other tax assessment ( other than that assessed against income or payments requi red to be made by [COMPANY] as an employer ), licence, fee or ot her charge lawfully assessed or charged on the manu facture, sale or transportation of the Product that [COMPANY] manufactures, sell and delivers pursuant to this Ag reement . In particular, [COMPANY] will be responsible for and pay all Prescription Drug User ( PDUFA ) annual establish ment fees with respect to the Product . For the avoidance of d oubt, [COMPANY] shall not be required to pay any PDUFA annual facility fees, which shall be [COMPANY] ’s sole and ex clusive obligation . [COMPANY] will provide [COMPANY] wit h copies of any state tax exemption form † DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BE EN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION CONFIDENTIAL ( s ) if it intends to claim exemption for sales or u se taxes in any state(s ) where the Product is to be shipped . ” 7 . Section 3.9.4 - Payment Terms . The first sentence of Section 3.9.4 is amended to read as follows : “ Except for specified payments to be made in [ † ] fo r work done at the [COMPANY] [ † ] Facility, [COMPANY] sha ll make payment of any undisputed portion of such invoices in [ † ] within thirty ( 30 ) days after [COMPANY] ’ receip t of each such invoice, unless otherwise specifically set for th in this Agreement . ” 8 . Section 3.11.2 - Purchase Order Changes ; Cancellation