Calculation of Liquidated Damages Sample Clauses

Calculation of Liquidated Damages. In the event that BVL is unable to perform its obligations under this Agreement due to Section 12.3, 12.4, 12.5, or 12.7, then as Customer’s sole and exclusive remedy, it shall be entitled to seek, and BVL shall be obligated to pay, liquidated damages calculated as the difference between the BVL Cap and any payments or claims made under it. For the avoidance of doubt, and solely for purposes of illustration, if BVL was not able to deliver any Product to Customer and there were no other claims against the BVL Cap, then the liquidated damages payable to Customer would be **** Dollars ($****). By way of a second example, if Customer had received reimbursement of $150,000 for API costs for failed batches, then the BVL Cap of $**** would be reduced by $150,000, thereby leaving $**** available for liquidated damages. In the event that the BVL Cap is reduced to zero ($0) for any reason, then the parties acknowledge and agree that the liquidated damages shall likewise be zero ($0). The parties further acknowledge and agree that the liquidated damages provision shall not be deemed to have failed for any essential purpose or deprived Customer of any remedy because it was depleted, in whole or in part, by payments which reduced the BVL Cap.

Calculation of Liquidated Damages. If this Agreement terminates before the Expiration Date, other than by you as permitted on November 30, 2019 or November 30, 2020, having provided required written notice to us by August 31, 2019 and August 31, 2020 respectively, you will pay Liquidated Damages to us as follows: The sum of the prior twelve (12) months: (i) Per Room Monthly Fees or Room Revenue Monthly Fees (as applicable); (ii) Advertising Assessments; and (iii) Marketing and Technology Fees, divided by twelve (12) and then multiplied by twenty-four (24). Additionally, if a development incentive was received, repayment to us of a pro rata amount of the development incentive based upon the number of months remaining in the Agreement’s term.

Calculation of Liquidated Damages. For each Diversion Event, Xxxxxx shall be entitled to damages, as follows: (i) If Gilead is able, in good faith, to estimate the net revenues that Gilead would have received had such Diversion Event not occurred (“Estimated Net Revenues”), Licensee shall pay to Gilead an amount equal to the sum of (i) the Estimated Net Revenues plus (ii) (A) all investigative costs, fees, and expenses (including, without limitation, those of private investigators), plus (B) all attorneys’ costs, fees, and expenses (including, without limitation, in connection with investigating such Diversion Event and any litigation, arbitration, or other proceeding arising out of or related to such Diversion Event (including, without limitation, any action to enforce the terms of the Agreement or any License Agreement or to otherwise stop or prevent diversion by the Licensee or any third party)), plus (C) and all other professional costs, fees, and expenses (including of accountants and other advisors), in each case incurred by Gilead in connection with such Diversion Event; or (ii) If Gilead is not able, in good faith, to ascertain the Estimated Net Revenues, Licensee shall pay to Gilead an amount equal to 2x (two times) the sum of (i) all investigative costs, fees, and expenses (including, without limitation, those of private investigators), plus (ii) all attorneys’ costs, fees, and expenses (including, without limitation, in connection with investigating such Diversion Event and any litigation, arbitration, or other proceeding arising out of or related to such Diversion Event (including, without limitation, any action to enforce the terms of the Agreement or any License Agreement or to otherwise stop or prevent diversion by the Licensee or any third party)), plus (iii) all other professional costs, fees, and expenses (including of accountants and other advisors), in each case incurred by Gilead in connection with Diversion Event. The obligation of Licensee to pay damages described in this section is (i) absolute and indefeasible adosend (ii) not contingent on any showing of willfulness on the part of any party (including Licensee) in connection with any Diversion Event. All liquidated damages payable to Gilead shall be paid by Licensee promptly and without any counterclaim, set-off, or reduction. The Parties agree that the payments set forth in this section are not intended to compel the other Party’s performance hereunder or constitute a penalty or punitive damages for any purpose.

Calculation of Liquidated Damages. For each month the Contractor’s performance falls below the SLA, the Contractor shall provide the State a credit in the amount of $4,909.93 (note: Table 8.3.1-Calculations of Liquidated Damages, total of table’s “Cost per Day”) per business day that did not meet the SLA. The total Liquidated Damages shall not exceed ten percent (10%) of the sum of the Base Contract Term. The Liquidated Damages is equivalent to one day of State effort as defined in the following table.

Calculation of Liquidated Damages. You acknowledge and agree that the premature termination of this Agreement will cause substantial damage to us. You agree that Liquidated Damages are not a penalty, but represent a reasonable estimate of the minimum just and fair compensation for the damages we will suffer as the result of your failure to operate the Hotel for the Term. If this Agreement terminates before the Expiration Date, you will pay us Liquidated Damages as follows: 14.4.1.1 If termination occurs before you begin the Hotel Work and before the Opening Date, and you or any Guarantor (or your or any Guarantor's Affiliates) directly or indirectly, enter into a franchise, license, management, lease and/or other similar agreement for or begin construction or commence operation of a hotel, motel, inn, or similar facility at the Hotel Site under a Competitor Brand within one (1) year after termination, then you will pay us Liquidated Damages in an amount equal to $3,600 multiplied by the number of approved Guest Rooms at the Hotel. 14.4.1.2 If termination occurs after you begin the Hotel Work but before the Opening Date, you will pay us Liquidated Damages in an amount equal to $3,600 multiplied by the number of approved Guest Rooms at the Hotel, unless your failure to complete the Hotel Work was the result of Force Majeure. 14.4.1.3 If termination occurs after the Effective Date but before the second anniversary of the Opening Date, you will pay us Liquidated Damages in an amount equal to $3,600 multiplied by the number of approved Guest Rooms at the Hotel. 14.4.1.4 If termination occurs after the second anniversary of the Opening Date but before the final five (5) calendar years of the Term, you will pay us Liquidated Damages in an amount calculated by dividing the sum of the Monthly Royalty Fees due to us under this Agreement for the prior twenty-four (24) month period by twenty-four (24) and then multiplying the resulting sum by sixty (60). 14.4.1.5 If there are less than sixty (60) months remaining in the Term on the date of termination, you will pay us Liquidated Damages in an amount calculated by dividing the sum of the Monthly Royalty Fees due to us under this Agreement for the prior twenty-four (24) month period by twenty-four (24) and then multiplying the resulting sum by the number of months remaining in the Term.

Calculation of Liquidated Damages. The amount of liquidated damages is calculated according to the following formula: In addition, the calculation of any liquidated damages only takes into consideration the beneficiary’s claim for the JU contribution for that reporting period or the period relating to the beneficiary's claim to the respective NFA in case of a beneficiary with a corresponding NGA. It is not calculated in relation to the entire JU contribution.

Calculation of Liquidated Damages. You acknowledge and agree that the premature termination of this Agreement will cause substantial damage to us. You agree that Liquidated Damages are not a penalty, but represent a reasonable estimate of the minimum just and fair compensation for the damages we will suffer as the result of your failure to operate the Hotel for the Term. If this Agreement terminates before the Expiration Date, you will pay us Liquidated Damages as follows: 14.4.1.1 If termination occurs before you begin the Hotel Work, and you or any Guarantor (or your or any Guarantor's Affiliates) directly or indirectly, enter into a franchise, license, management, lease and/or other similar agreement for or begin construction or commence operation of a hotel, motel, inn, or similar facility at the Hotel Site under a Competitor Brand within one (1) year after

Calculation of Liquidated Damages. The liquidated damages shall amount to 0.15% of the agreed or estimated fees for the establishment of the Services unless another liquidated damages rate or a different calculation basis is specified in Appendix 7. The Customer shall not have the right to terminate the Agreement for cause if liquidated damages continue to accumulate. However, this time restriction shall not apply in the event of wilful misconduct or gross negligence on the part of the Supplier or another party for which the Supplier is liable.

Calculation of Liquidated Damages. You acknowledge and agree that the premature termination of this Agreement will cause substantial damage to us. You agree that Liquidated Damages are not a penalty, but represent a reasonable estimate of the minimum just and fair compensation for the damages we will suffer as the result of your failure to operate the Hotel for the Term. If this Agreement terminates before the Expiration Date, you will pay us Liquidated Damages as follows: 14.4.1.1 If termination occurs before you begin the Hotel Work and before the Opening Date, and you or any Guarantor (or your or any Guarantor's Affiliates) directly or indirectly, enter into a franchise, license, management, lease and/or other similar agreement for or begin construction or commence operation of a hotel, motel, inn, or similar facility at the Hotel Site under a Competitor Brand within one (1) year after termination, then you will pay us Liquidated Damages in an amount equal to $3,600 multiplied by the number of approved Guest Rooms at the Hotel. 14.4.1.2 If termination occurs after you begin the Hotel Work but before 14.4.1.3 If termination occurs after the Effective Date but before the second anniversary of the Opening Date, you will pay us Liquidated Damages in an amount equal to $3,600 multiplied by the number of approved Guest Rooms at the Hotel. 14.4.1.4 If termination occurs after the second anniversary of the Opening Date but before the final five (5) calendar years of the Term, you will pay us Liquidated Damages in an amount calculated by dividing the sum of the Monthly Royalty Fees due to us under this Agreement for the prior twenty-four (24) month period by twenty-four (24) and then multiplying the resulting sum by sixty (60). 14.4.1.5 If there are less than sixty (60) months remaining in the Term on the date of termination, you will pay us Liquidated Damages in an amount calculated by dividing the sum of the Monthly Royalty Fees due to us under this Agreement for the prior twenty-four

Calculation of Liquidated Damages