ANNUAL PURCHASE COMMITMENT Sample Clauses

ANNUAL PURCHASE COMMITMENT. 5.1. DISTRIBUTOR and ASTC agree the quantity of ASTC Products to be purchased by DISTRIBUTOR will total * * * in year one, * * * in year two and * * * in year three, year one commences with grant of government registration. The products to be purchased are the products listed in Exhibit B inclusive of any new products and accessories to be added to Exhibit B hereafter.
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ANNUAL PURCHASE COMMITMENT. For each calendar year or partial calendar year during the Term of this Agreement (a "Contract Year") beginning with 1999, Buyer shall submit to Seller a purchase commitment (the "Purchase Commitment") specifying the volume of each Product contemplated to be supplied CONFIDENTIAL TREATMENT REQUESTED pursuant to the Supply Agreement during the following year (the "Volume Targets"). The Purchase Commitment with respect to each Contract Year shall be submitted prior to August 31 of the preceding year; provided, however, that within 30 days of receipt by Buyer of a Price Notice with respect to Products, Buyer shall have the right to deliver a notice to Seller reducing Buyer's Purchase Commitment for such Products. Such Volume Targets with respect to all Products shall not be less than XXXXXXXXXXXXXXXXXXXXXXX pounds of garlic nor more than XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX pounds of garlic. With respect to Contract Year 1998, Volume Targets shall be as set forth on Schedule 4A attached hereto.
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ANNUAL PURCHASE COMMITMENT. Diamond agrees that all purchases of the [ ] Vaccine, Modified Live Virus by Bayer, whether for Bayer's own use or for sale to [ ] pursuant to the [ ] Supply Agreement, will be applied toward Bayer's minimum annual aggregate purchase commitment set forth in the Agreement.
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ANNUAL PURCHASE COMMITMENT. Attached hereto in Exhibit D is the annual purchase commitment and required delivery dates with the number of Products to be Purchased by Distributor from Manufacturer (“Annual Purchase Commitment”). Annually for 1995 – 1999, Distributor and Manufacturer shall mutually agree in writing on the Annual Purchase Commitment for the immediately following calendar year. Throughout the term of this Agreement, if Distributor fails to purchase (80%) of its Annual Purchase Commitment during any given year, then Manufacturer may terminate this Agreement by mailing written notice of termination to Distributor, in which case this Agreement shall terminate immediately. Products returned to Manufacturer under the provisions of Subsection 3(k) above shall not count towards the fulfillment of Distributor’s relevant Annual Purchase Commitment. Prior to the close of each year, Manufacturer shall work with Distributor to establish a forecast of annual purchase commitment for the subsequent year. If the parties are unable to agree on an Annual Purchase Commitment within sixty (60) days prior to the anniversary date of this Agreement, then an extrapolation of market growth data based on Manufacturer’s worldwide growth rate will be used to calculate projected increases for upcoming period.
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ANNUAL PURCHASE COMMITMENT. In the event that Buyer fails to order its [...***...] Annual Purchase Commitment in any calendar year, Buyer shall issue a PO (the “Adjustment PO”) to Seller by no later than [...***...] of the calendar year in which such shortfall occurs for a dollar amount as calculated herein. The dollar amount of the Adjustment PO shall be calculated by [...***...]. Payment by Buyer to Seller under the Adjustment PO shall satisfy all of Buyer’s obligations under this Agreement with respect to its commitment to purchase the applicable Annual Purchase Commitment during the applicable calendar year for which the Adjustment PO was issued. Direct Material Productivity
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ANNUAL PURCHASE COMMITMENT. BAYER's minimum annual aggregate purchase commitment of [ ] is hereby reduced effective January 1, 1996 to [ ] [ ]. All references in Sections 2.1, 4.2 and 5.2 and elsewhere in the Agreement to such [ ] purchase commitment shall be deemed changed effective January 1, 1996 to [ ].
Sample 1
ANNUAL PURCHASE COMMITMENT. (APC) The Distributor shall purchase a specified dollar amount of assembled Products for the initial period of this Agreement and for each subsequent calendar year thereafter, the amount of which is shown in Exhibit I hereto executed by the parties, such purchases to be at Distributor net prices (based on Xxxx-Xxxxxx invoices and net of any accepted returns). Distributors executing Option A Exhibits agree that (a) Forty percent (40%) of such purchase commitment must be completed, and the Products shipped and delivered within the first six (6) months of each full year, and (b) the remaining purchase commitment must be completed and the Products shipped to the Distributor by the end of the year and in minimum amounts not less than the equivalent of equal monthly increments thereof. The annual purchase commitment (APC) will be reviewed by both parties and established by negotiation each year. If no agreement is reached, Xxxx-Xxxxxx may consider termination under Section 8.1 below.
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Related to ANNUAL PURCHASE COMMITMENT

  • Purchase Commitment Unless otherwise stated in the Transactions Terms Letter, the Mortgage Loan is covered by a Purchase Commitment that permits assignment thereof to Buyer, does not exceed the availability under such Purchase Commitment, conforms to the requirements and specifications set forth in such Purchase Commitment and the related regulations, rules, requirements and/or handbooks of the applicable Approved Investor and is eligible for sale to and insurance or guaranty by, respectively, the applicable Approved Investor and any applicable Insurer.

  • Purchase Commitments Company has no purchase commitments for inventory items or supplies that, together with amounts on hand, constitute in excess of three months normal usage, or which are at an excessive price.

  • Total Purchase Price $ --------------- IF FOR AN INDIVIDUAL: IF FOR AN ENTITY: Entity Name: -------------------- By: By: -------------------------------------- ----------------------------- Print Name: Print Name: ------------------------------ --------------------- Title: -------------------------- COMPANY: AGREED AND ACCEPTED AS TO _______________ SHARES EFFECTIVE AS OF ----------- ------------------------------. Atlas Mining Company a Idaho Corporation By: --------------------------------------- Xxxx Xxxxxxxx, President ATTACHMENT A ------------ Names and Addresses of Purchasers

  • Commitment Amount With respect to any Portfolio Asset that is a Delayed-Draw Loan as of any date of determination, the maximum outstanding principal amount of such Portfolio Asset that a registered holder of the amount of such Portfolio Asset held by the Issuer would on such date be obligated to fund (including all amounts previously funded and outstanding, whether or not such amounts, if repaid, may be reborrowed).

  • Initial Purchase Price The VFN is to be purchased at a price (the “Initial Purchase Price”) equal to 100% of the Initial Note Principal.

  • Defaulting Initial Purchaser (a) If, on the Closing Date, any Initial Purchaser defaults on its obligation to purchase the Securities that it has agreed to purchase hereunder, the non-defaulting Initial Purchasers may in their discretion arrange for the purchase of such Securities by other persons satisfactory to the Company on the terms contained in this Agreement. If, within 36 hours after any such default by any Initial Purchaser, the non-defaulting Initial Purchasers do not arrange for the purchase of such Securities, then the Company shall be entitled to a further period of 36 hours within which to procure other persons satisfactory to the non-defaulting Initial Purchasers to purchase such Securities on such terms. If other persons become obligated or agree to purchase the Securities of a defaulting Initial Purchaser, either the non-defaulting Initial Purchasers or the Company may postpone the Closing Date for up to five full business days in order to effect any changes that in the opinion of counsel for the Company or counsel for the Initial Purchasers may be necessary in the Time of Sale Information, the Offering Memorandum or in any other document or arrangement, and the Company agrees to promptly prepare any amendment or supplement to the Time of Sale Information or the Offering Memorandum that effects any such changes. As used in this Agreement, the term “Initial Purchaser” includes, for all purposes of this Agreement unless the context otherwise requires, any person not listed in Schedule 1 hereto that, pursuant to this Section 9, purchases Securities that a defaulting Initial Purchaser agreed but failed to purchase.

  • Defaulting Initial Purchasers (a) If, on the Closing Date, any Initial Purchaser defaults in its obligations to purchase the Notes that it has agreed to purchase under this Agreement, the remaining non-defaulting Initial Purchasers may in their discretion arrange for the purchase of such Notes by the non-defaulting Initial Purchasers or other persons satisfactory to the Company on the terms contained in this Agreement. If, within 36 hours after any such default by any Initial Purchaser, the non-defaulting Initial Purchasers do not arrange for the purchase of such Notes, then the Company shall be entitled to a further period of 36 hours within which to procure other persons satisfactory to the non-defaulting Initial Purchasers to purchase such Notes on such terms. In the event that within the respective prescribed periods, the non-defaulting Initial Purchasers notify the Company that they have so arranged for the purchase of such Notes, or the Company notifies the non-defaulting Initial Purchasers that it has so arranged for the purchase of such Notes, either the non-defaulting Initial Purchasers or the Company may postpone the Closing Date for up to seven full business days in order to effect any changes that in the opinion of counsel for the Company or counsel for the Initial Purchasers may be necessary in the Pricing Disclosure Package, the Offering Memorandum or in any other document or arrangement, and the Company agrees to promptly prepare any amendment or supplement to the Pricing Disclosure Package or the Offering Memorandum that effects any such changes. As used in this Agreement, the term “Initial Purchaser” includes, for all purposes of this Agreement unless the context requires otherwise, any party not listed in Schedule I hereto that, pursuant to this Section 9, purchases Notes that a defaulting Initial Purchaser agreed but failed to purchase.

  • Final Purchase Price Within 120 days after the Closing Date (provided, however, and notwithstanding the foregoing, not before ninety (90) days after the Closing Date), Seller Representative will prepare and deliver to Buyer, in accordance with this Agreement, a proposed statement (the “Final Settlement Statement”) setting forth each adjustment to the Purchase Price to be made pursuant to Section 2.04, along with supporting documentation reasonably necessary to support Sellers’ calculations and all back up invoices, statements and other materials, and the resulting final Purchase Price (as such final Purchase Price is agreed by Buyer and Seller Representative or determined pursuant to this Section 2.06, the “Final Purchase Price”). Within 30 days after receipt of the preliminary Final Settlement Statement, Buyer shall return a written report containing any proposed changes to the preliminary Final Settlement Statement (a “Dispute Notice”) and/or request additional supporting documentation or information. Buyer and Seller Representative agree to use commercially reasonable efforts to finalize such post-Closing adjustments no later than 180 days after the Closing Date (the date such agreement is made or such adjustments are otherwise determined pursuant to this Section 2.06, the “Final Settlement Date”). In the event that (a) the Closing Purchase Price, as determined pursuant to Section 2.05, is more than the Final Purchase Price, within two Business Days after the Final Settlement Date, Sellers shall pay to Buyer the amount of such difference, or (b) the Closing Purchase Price, as determined pursuant to Section 2.05, is less than the Final Purchase Price, within two Business Days after the Final Settlement Date, Buyer shall pay to Sellers the amount of such difference, in either event by wire transfer or other immediately available funds to the account notified by Seller Representative or Buyer, as the case may be. If Seller Representative and Buyer are unable to resolve the matters addressed in the Dispute Notice within 210 days after the Closing Date, each of Buyer and Seller Representative shall, within ten Business Days after such deadline, summarize its position with regard to such dispute in a written document of 20 pages or less (exclusive of exhibits) and submit such summaries to a nationally or internationally recognized accounting firm with expertise in the oil and gas industry and that is otherwise reasonably acceptable to and mutually accepted by Buyer and Seller Representative, but who has not worked as an employee or outside counsel or consultant for any Party or its Affiliates during the five year period preceding the arbitration or have any financial interest in the dispute, (the “Accounting Arbitrator”), together with the Dispute Notice, the Final Settlement Statement and any other documentation such Party may desire to submit. Within 30 days after receiving Buyer’s and Seller Representative’s respective submissions, the Accounting Arbitrator shall render a decision choosing either Seller Representative’s position or Buyer’s position with respect to each matter addressed in the Parties’ respective submissions, based on the materials described above. Any decision rendered by the Accounting Arbitrator pursuant hereto shall be final, conclusive and binding on Sellers and Buyer. The costs of such Accounting Arbitrator shall be borne one-half by Buyer and one-half by Sellers. The Accounting Arbitrator shall act as an expert for the limited purpose of determining the specific Final Purchase Price dispute presented to it, shall be limited to the procedures set forth in this Section 2.06, shall not have the powers of an arbitrator, shall not consider any other disputes or matters, and may not award damages, interest, costs, attorney’s fees, expenses or penalties to any Party.

  • Optional Purchase of Delinquent Mortgage Loans The Depositor, in its sole discretion, shall have the option, but shall not be obligated, to purchase any 90+ Delinquent Mortgage Loans from the Trust Fund. The purchase price for any such Mortgage Loan shall be 100% of the unpaid principal balance of such Mortgage Loan plus accrued and unpaid interest on the related Mortgage Loan at the applicable Mortgage Interest Rate, plus the amount of any unreimbursed Servicing Advances made by the Servicer. Upon receipt of such purchase price, the Servicer shall provide to the Trustee a Request for Release and the Trustee shall promptly release to the Depositor, the Mortgage File relating to the Mortgage Loan being repurchased.

  • Investment Commitment The undersigned's overall commitment to investments which are not readily marketable is not disproportionate to the undersigned's net worth, and an investment in the Shares will not cause such overall commitment to become excessive.

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