Common use of Discounts Clause in Contracts

Discounts. Buyer shall be entitled, either directly or through an Affiliate (defined in subsection (c) below) of Buyer to take an early payment discount of […***…] (the “Daily Base Discount Rate”) for each day before the Net Due Date that payment is initiated. For example, a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date) and a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date). Unless otherwise agreed, Buyer agrees not to apply more than […***…] early payment equal to […***…] early payment reduction. The Daily Discount Rate is based on a “Prime Rate” (defined below) of […***…] (the “Base Prime Rate”). If the Prime Rate in effect on the last business day of any month exceeds the Base Prime Rate, the Daily Discount rate will be adjusted upward or downward on […***…] fluctuation between the Prime Rate and the Base Prime Rate on such date; provided, however, that If the Prime Rate ever falls below the Base Prime Rate, then the Daily Discount Rate will never fall below […***…]. If the Daily Discount Rate is adjusted on […***…] as set forth above, then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, “Prime Rate” shall be the Prime Rate as published in the “Money Rates” section of The Wall Street Journal (or, in the event that such rate is not so published, as published in another nationally recognized publication) on […***…]. For example, if the Prime Rate exceeds the Base Prime Rate by […***…], the Daily Discount Rate for the following […***…] will increase by […***…]. Notwithstanding Buyer’s obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Date will be moved to the next business day (the “Reset Net Due Date”). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Net Due Date. If Buyer and Seller agree that Buyer may take a fixed-percentage early payment discount (the “Flat Discount’’) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the “Flat Discount Date”), e.g., a […***…] discount for initiating payment on or before the […***…] day after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday. Buyer shall be entitled to initiate payment to Seller on the next business day following the Flat Discount Date and take the Flat Discount as if at initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, Seller acknowledges and confirms that: (1) title to the goods and services shall pass directly to General Electric Capital Corporation (“GE Capital”) in accordance with the terms of this Order; (2) once title to the goods and services has passed to GE Capital, GE Capital shall immediately and directly transfer such title to Buyer, and (3) any and all of the obligations, including representations and warranties Seller has provided with respect to the goods and services, shall be retained by Buyer, and Buyer may rely upon the same.

Discounts. Buyer shall be entitled, either directly or through an Affiliate (defined in subsection (c) below) of Buyer to take an early payment discount of […***…] (the “Daily Base Discount Rate”) for each day before the Net Due Date that payment is initiated. For example, a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date) and a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date). Unless otherwise agreed, Buyer agrees not to apply more than […***…] early payment equal to […***…] early payment reduction. The Daily Discount Rate is based on a “Prime Rate” (defined below) of […***…] (the “Base Prime Rate”). If the Prime Rate in effect on the last business day of any month exceeds the Base Prime Rate, the Daily Discount rate will be adjusted upward or downward on […***…] […***…] fluctuation between the Prime Rate and the Base Prime Rate on such date; provided, however, that If if the Prime Rate ever falls below the Base Prime Rate, then the Daily Discount Rate will never fall below […***…]. If the Daily Discount Rate is adjusted on […***…] as set forth above, then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, “Prime Rate” shall be the Prime Rate as published in the “Money Rates” section of The Wall Street Journal (or, in the event that such rate is not so published, as published in another nationally recognized publication) on […***…]. For example, if the Prime Rate exceeds the Base Prime Rate by […***…], ] the Daily Discount Rate for the following […***…] will increase by […***…]. Notwithstanding Buyer’s obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Date will be moved to the next business day (the “Reset Net Due Date”). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, . Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Net Due Date. If Buyer and Seller agree that Buyer may take a fixed-percentage early payment discount (the “Flat Discount’’”) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the “Flat Discount Date”), e.g., e.g. a […***…] discount for initiating payment on or before the […***…] day after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday. Buyer shall be entitled to initiate payment to Seller on the next business day following the Flat Discount Date and take the Flat Discount as if at it initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, . Seller acknowledges and confirms that: (1I) title to the goods and services shall pass directly to General Electric Capital Corporation (“GE Capital”) in accordance with the terms of this Order; (2) once title to the goods and services has passed to GE Capital, GE Capital shall immediately and directly transfer such title to Buyer, and (3) any and all of the obligations, including representations and warranties Seller has provided with respect to the goods and services, shall be retained by Buyer, and Buyer may rely upon the same.

Discounts. Buyer shall be entitled, either directly or through an Affiliate (defined in subsection (c) below) of Buyer to take an early payment discount of […***…] (the “Daily Base Discount Rate”) for each day before the Net Due Date that payment is initiated. For example, a discount of […***…] would correspond to payment initiated […***…] early (i.e., i.e. […***…] after the Payment Start Date) and a discount of […...***…...] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date). Unless otherwise agreed, . Buyer agrees not to apply more than […***…] early payment equal to […***…] early payment reduction. The Daily Discount Rate is based on a “Prime Rate” (defined below) of […***…] (the “Base Prime Rate”). If the Prime Rate in effect on the last business day of any month exceeds the Base Prime Rate, the Daily Discount rate will be adjusted upward or downward on […***…] fluctuation between the Prime Rate and the Base Prime Rate on such date; provided, however, that If if the Prime Rate ever falls below the Base Prime Rate, then the Daily Discount Rate will never fall below […***…]. If the Daily Discount Rate is adjusted on […***…] as set forth above, then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, “Prime Rate” shall be the Prime Rate as published in the “Money Rates” section of The Wall Street Journal (or, in the event that such rate is not so published, as published in another nationally recognized publication) on […***…]. For example, if the Prime Rate exceeds the Base Prime Rate by […***…], the Daily Discount Rate for the following […***…] will increase by […***…]. Notwithstanding Buyer’s obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Date will be moved to the next business day (the “Reset Net Due Date”). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, . Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Net Due Date. If lf Buyer and Seller agree that Buyer may take a fixed-percentage early payment discount (the “Flat Discount’’”) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the “Flat Discount Date”), e.g., a […***…] discount for initiating payment on or before the […***…] day after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday. , Buyer shall be entitled to initiate payment to Seller on the next business day following the Flat Discount Date and take the Flat Discount as if at it initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, Seller acknowledges and confirms that: (1) title to the goods and services shall pass directly to General Electric Capital Corporation (“GE Capital”) in accordance with the terms of this Order; (2) once title to the goods and services has passed to GE Capital, GE Capital shall immediately and directly transfer such title to Buyer, ; and (3) any and all of the obligations, including representations and warranties Seller has provided with respect to the goods and services, shall be retained by Buyer, and Buyer may rely upon the same.

Discounts. Buyer shall be entitled, either directly or through an Affiliate (defined in subsection (c) below) of Buyer to take lake an early payment discount of […***…] (the “Daily Base Discount Rate”) for each day before the Net New Due Date that payment is initiated. For example, a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date) and a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date). Unless otherwise agreed, Buyer agrees not to apply more than […***…] early payment equal to […***…] early payment reduction. The Daily Discount Rate is based on a “Prime Rate” (defined below) of […***…] (the “Base Prime Rate”). If the Prime Rate in effect on the last business day of any month exceeds the Base Prime Rate, the Daily Discount rate will be adjusted upward or downward on […***…] fluctuation between the Prime Rate and the Base Prime Rate on such date; provided, however, that If if the Prime Rate ever falls below the Base Prime Rate, then the Daily Discount Rate will never fall below […***…]. If the Daily Discount Rate is adjusted on the […***…] as set forth above, then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, “Prime Rate” shall be the Prime Rate as published in the “Money Rates” section of The Wall Street Journal (or, in the event that such rate is not so published, as published in another nationally recognized publication) on […***…]. For example, if the Prime Rate exceeds the Base Prime Rate by […***…], the Daily Discount Rate for the following […***…] will increase by […***…]. Notwithstanding Buyer’s obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Date Xxxx will be moved to the next business day (the “Reset Net Due Date”). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Net Met Due Date. If Buyer and Seller agree that Buyer may take lake a fixed-percentage early payment discount (the “Flat Discount’’) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the “Flat Discount Date”), e.g., a […***…] discount for initiating payment on or before the […***…] day after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday. , Buyer shall be entitled to initiate payment to Seller on the next business day following the Flat Discount Date and take the Flat Discount as if at it initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, Seller acknowledges and confirms that: (1) title to the goods and services shall pass directly to General Electric Capital Corporation (“GE Capital”) in accordance with the terms of this Order; (2) once title to the goods and services has passed to GE Capital, GE Capital shall immediately and directly transfer such title to Buyer, ; and (3) any and all of the obligations, including representations and warranties Seller has provided with respect to the goods and services, shall be retained by Buyer, and Buyer may rely upon the same.

Discounts. Buyer shall be entitled3.1 To qualify for the discounts set forth in Exhibit 2.1, either directly or through an Affiliate (defined in subsection (c) below) of Buyer Sequenom agrees to take an early payment discount of […purchase *** Products having *…] ** *** (a "System Product") over the “Daily Base Discount Rate”three-year term of this Agreement. *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. 3.2 Subject to the provisions of Section 4, on the Effective Date and on or before three (3) months prior to the end of an Agreement Year, Sequenom will issue a Purchase Order for each day before the Net Due Date number of System Products that payment is initiatedSequenom intends to purchase in the coming year. For exampleeach Agreement Year, a discount the projected quantity of […System Products to be purchased by Sequenom ("Projected Quantity") is as follows: Year 1 ***…] would correspond to payment initiated […* Products Year 2 ***…] early (i.e., […* Products Year 3 ***…] after * Products 3.3 To maintain the Payment Start Date) and a discount from list price of […the Products as set forth in Exhibit 2.1, Sequenom must order for delivery in any Agreement Year no less than ***…] would correspond to payment initiated […* ***…] early * of the Projected Quantity (i.e., […***…] after the Payment Start Date). Unless otherwise agreed, Buyer agrees not to apply more than […***…] early payment equal to […***…] early payment reduction. The Daily Discount Rate is based on a “Prime Rate” (defined below) of […***…] (the “Base Prime Rate”"Required Purchases"). If in any Agreement Year Sequenom does not meet its quota of Required Purchases, the Prime Rate discount provided Sequenom shall be reduced *** *** *** Such reduction in discount shall remain in effect on the last business day of any month exceeds the Base Prime Rate, the Daily Discount rate will be adjusted upward or downward on […***…] fluctuation between the Prime Rate and the Base Prime Rate on until such date; provided, however, that If the Prime Rate ever falls below the Base Prime Rate, then the Daily Discount Rate will never fall below […***…]. If the Daily Discount Rate is adjusted on […***…] time as set forth above, then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, “Prime Rate” Sequenom shall be the Prime Rate as published in the “Money Rates” section of The Wall Street Journal (or, in the event that such rate is not so published, as published in another nationally recognized publication) on […***…]. For example, if the Prime Rate exceeds the Base Prime Rate by […***…], the Daily Discount Rate for the following […***…] will increase by […***…]. Notwithstanding Buyer’s obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Date will be moved to the next business day (the “Reset Net Due Date”). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Net Due Date. If Buyer and Seller agree that Buyer may take a fixed-percentage early payment discount (the “Flat Discount’’) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the “Flat Discount Date”), e.g., a […***…] discount for initiating payment on or before the […***…] day after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday. Buyer shall be entitled to initiate payment to Seller on the next business day following the Flat Discount Date and take the Flat Discount as if at initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, Seller acknowledges and confirms that: (1) title to the goods and services shall pass directly to General Electric Capital Corporation (“GE Capital”) have ordered in accordance with the terms of this Order; (2Agreement and released for delivery a sufficient quantity of System Products to make up the prior year(s) once title deficiency(ies) and satisfy the current year's pro rata Required Purchases. 3.4 Notwithstanding the provisions of Section 3.3, and subject to the goods and services has passed to GE Capitallast sentence of this Section 3.4, GE Capital shall immediately and directly transfer such title to Buyer, and (3) any and all of the obligations, including representations and warranties Seller has provided Invoices issued with respect to orders for delivery placed by Sequenom under this Agreement shall reflect the goods applicable discount set forth in Exhibit 2. 1. However, the dollar amount equal to the Discount Recapture, if any, will be calculated by PerSeptive, and servicesnotice thereof provided to Sequenom, within forty five (45) days after the end of each Agreement Year, with any such amount being carried forward from year to year during the term of this Agreement. At the end of the second Agreement Year, PerSeptive will invoice Sequenom for any Discount Recapture due, and Sequenom agrees to pay such invoice within thirty (30) days of its issuance. If by the end of the second Agreement Year Sequenom has ordered and released for delivery less than *** System Products, PerSeptive may in its sole discretion discontinue or modify the discounts set forth in Exhibit 2.1 on all future orders placed by Sequenom during the term of this Agreement. 3.5 Notwithstanding any provision to the contrary as may be contained herein, if at the end of the third Agreement Year Sequenom shall not have ordered and released for delivery *** System Products, it shall be retained obligated to purchase from PerSeptive within the next ninety (90) days that number of System Products equal to the difference between the number of System Products actually ordered by Buyer, Sequenom and Buyer may rely upon *** at a fully discounted price equal to the samediscounted price set forth in Exhibit 2.1 *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission.

Discounts. Buyer The aggregate Discounts collected by Greystonc for all Eligible Accounts purchased hereunder shall be entitled$15,000 per calendar month or a pro-rate portion thereof for any partial months (the "Monthly Discounts"). Greystone shall collect the Monthly Discounts from Seller at the end of each calendar month; provided however, either directly or through the Monthly Discounts due for any calendar month shall be reduced (but not below $0.00) by the aggregate interest due Seller to Greystone during that month pursuant to paragraph 3(b) hereunder. Seller must obtain Greystone's prior written consent for any Account with an Affiliate (defined invoice issued on terms greater than "Net 30 days". As of the date hereof, the Accounts with respect to which Greystone has consented to invoices being issued on terms in subsection (c) belowexcess of 30 days are identified on Exhibit A attached hereto." Section 2.02 Effective as of the date hereof, the first sentence of Paragraph 3(b) of Buyer the Factoring Agreement is hereby amended in its entirety to take an early payment discount read as follows: "The daily outstanding balance of […***…] the Funds Employed shall bear interest as follows: (the “Daily Base Discount Rate”a) for each day before the Net Due Date that payment is initiated. For examplefrom February 10, 2011 through and including November 30, 2011, at a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date) and a discount of […***…] would correspond to payment initiated […***…] early (i.e., […***…] after the Payment Start Date). Unless otherwise agreed, Buyer agrees not to apply more than […***…] early payment fluctuating rate per annum equal to […***…] early payment reduction. The Daily Discount Rate is based on a “Prime Rate” the lesser of (defined belowi) of […***…] (the “Base Prime Rate”). If an amount equal to the Prime Rate (as defined below), plus 8,00%) (the "Contract Rate"), or (ii) the Maximum Rate (as defined below), each change in effect the interest rate to become effective without notice to Seller on the last business day effective date of any month exceeds the Base change in Prime Rate or the Maximum Rate, as the Daily Discount rate will be adjusted upward or downward on […***…] fluctuation between the Prime Rate and the Base Prime Rate on such datecase may be; provided, however, that If in no event shall the Contract Rate be less 11.25%. (b) from December I, 2011 through the end of the Term, at a fluctuating rate per annum equal to the lesser of (i) an amount equal to the Prime Rate ever falls below (as defined below), plus 9.00%) (the Base Prime "Contract Rate"), then or (ii) the Daily Discount Maximum Rate will never fall below […***…]. If the Daily Discount Rate is adjusted on […***…] (as set forth abovedefined below), then such adjusted Daily Discount Rate will be applicable to all invoices posted for payment during the following month. For purposes of this Section, “Prime Rate” shall be the Prime Rate as published each change in the “Money Rates” section of The Wall Street Journal (or, in the event that such interest rate is not so published, as published in another nationally recognized publication) on […***…]. For example, if the Prime Rate exceeds the Base Prime Rate by […***…], the Daily Discount Rate for the following […***…] will increase by […***…]. Notwithstanding Buyer’s obligations in Section 2.2(a), if the Net Due Date falls on a weekend or a holiday, the Net Due Date will be moved to the next business day (the “Reset Net Due Date”). If Buyer initiates payment before such Reset Net Due Date and takes an early payment discount as set forth above, Buyer will be entitled to take the early payment discount based upon each day payment is initiated before the Reset Net Due Date. If Buyer and Seller agree that Buyer may take a fixed-percentage early payment discount (the “Flat Discount’’) whereby Buyer will take the Flat Discount for initiating payment on or before a date certain prior to the Net Due Date or the Reset Net Due Date, if applicable (the “Flat Discount Date”), e.g., a […***…] discount for initiating payment on or before the […***…] day after the Payment Start Date, and the Flat Discount Date falls on a weekend or a holiday. Buyer shall be entitled to initiate payment become effective without notice to Seller on the next business day effective date of the change in Prime Rate or the Maximum Rate, as the case may be; provided, however, in no event shall the Contract Rate be less 12,25%." Section 2.03 Effective as of the date hereof, Paragraph 4 (a) of the Factoring. Agreement is hereby amended in its entirety to read as follows: "Seller shall maintain a reserve balance (the "Reserve Balance") equal to at least the sum of the following (the Flat Discount Date "Minimum Reserve Balance"): (I) the greater of (I) ten percent (10%) of the Face Amount of the outstanding Eligible Accounts and take the Flat Discount as if at initiated payment on the Flat Discount Date. Each discount will be rounded to the nearest one hundredth of a percent. Notwithstanding anything to the contrary in this Order, if Buyer elects to take the early payment discount to settle an invoice, Seller acknowledges and confirms that: (1) title to the goods and services shall pass directly to General Electric Capital Corporation (“GE Capital”) in accordance with the terms of this Order; (2) once title to that portion of the goods and services has passed to GE Capital, GE Capital shall immediately and directly transfer Face Amount of such title to BuyerEligible Accounts for which Greystone does not make an Advance hereunder, and (3ii) any and all 100% of the obligations, including representations and warranties Seller has provided with respect Face Amount of the outstanding Accounts which are not Eligible Client Accounts (other than Chargedback Accounts)." First Amendment to the goods and services, shall be retained by Buyer, and Buyer may rely upon the same.Factoring Agreement