Distribution Matters Clause Samples
The "Distribution Matters" clause defines the rules and procedures governing how products, services, or profits are distributed among parties involved in an agreement. Typically, this clause outlines the allocation percentages, timing, and methods for distribution, and may specify conditions under which distributions are adjusted or withheld. For example, it might detail how revenue from a joint venture is split between partners or how inventory is allocated among distributors. Its core practical function is to ensure transparency and fairness in the distribution process, thereby minimizing disputes and clarifying expectations among the parties.
Distribution Matters. (i) The Registration Statement on Form 10 filed by SpinCo Trust related to the Distribution shall have been declared effective by the Securities and Exchange Commission; and (ii) the common shares of SpinCo Trust shall have been approved for listing on the New York Stock Exchange (or other nationally recognized stock exchange).
Distribution Matters. All conditions to permit the Distribution to qualify as a tax-free distribution to UtiliCorp, Aquila and UtiliCorp's stockholders shall, to the extent applicable at the time of the IPO, be satisfied, and there shall be no event or condition that is likely to cause any of such conditions not to be satisfied as of the time of the Distribution or thereafter.
Distribution Matters. 3.10.1. Except as may be otherwise provided in the Transition Plan or with respect to Transition Product, and without limitation to Section 3.1, Impax shall have the sole right and responsibility with respect to Licensed Products for use in the Field in the Territory to invoice and book sales, establish all terms of sale (including pricing and discounts), warehouse and distribute and perform or cause to be performed all related services, including the handling of all returns (and related refunds and credits), order processing, invoicing, collection and inventory management with respect to such Licensed Products. Any changes after the Effective Date to Impax’ order fulfillment and supply chain practices (including with respect to handling returns) must be reasonably acceptable to AstraZeneca, and Impax shall provide AstraZeneca with reasonable information requested by AstraZeneca from time to time to enable AstraZeneca to review Impax’ order fulfillment and supply chain practices.
3.10.2. Without limitation to the other terms and conditions of this Agreement, in connection with Impax’ Commercialization of Zomig Tablets and Zomig-ZMT in the Field in the Territory, Impax shall offer patients a reasonable opportunity to obtain Attack Pack Dispensers [***] as may be reasonably required to comply with Applicable Law and the applicable Regulatory Approval. Following the Transition Period with respect to Zomig Tablets and Zomig-ZMT, AstraZeneca and Impax shall coordinate with respect to the transfer by AstraZeneca to Impax of any remaining inventories of Attack Pack Dispensers then held by AstraZeneca, at no cost to Impax, and AstraZeneca will provide to Impax the information necessary for Impax to obtain future supplies of Attack Pack Dispensers.
Distribution Matters. Schedule 4.16 sets forth a true and complete list, on a country-by-country basis for each country in the Territory, of (a) each Product sold and/or distributed by the Seller Entities, their Affiliates or their designees therein; (b) the identity of each party (including Seller Entities, their Affiliates and all third parties) marketing, selling and distributing each such Product in each such country and (c) if known to the Seller Entities, details of all trademarks, service marks or other brands used by the Seller Entities or their designees in connection with the marketing, sale and distribution of the Products in each such country together with the identity(ies) of the party(ies), if known to the Seller Entities, holding the registration of each such ▇▇▇▇ or brand and the country of registration.
Distribution Matters