Failure to Meet Milestone Sample Clauses

Failure to Meet Milestone. Dates ------------------------------- A. Right to Declare Event of Default --------------------------------- (1) Failure to Achieve Milestones - If SELLER fails to achieve any Milestone Event within three (3) months after its Milestone Date as set forth in "Attachment B," as extended for reasons of Force Majeure or as otherwise provided in this Agreement, SELLER shall within thirty (30) days thereafter submit for HELCO's review and approval, which approval shall not be unreasonably withheld, a detailed plan which describes (i) the reasons why such Milestone Event was not achieved, (ii) SELLER's proposed measures for achieving such Milestone Event as soon as practicable thereafter, and (iii) SELLER's proposed measures for meeting the Phase 1 In-Service Date and Phase 2 In-Service Date by not more than six (6) months after the Phase 1 In-Service Date Deadline and Phase 2 In-Service Date Deadline, respectively. Until such Milestone Event is met, SELLER shall provide HELCO with monthly progress reports as to the status of SELLER's efforts to achieve such Milestone Event. If SELLER thereafter fails to achieve any Milestone Event within nine (9) months after its Milestone Date as set forth in "Attachment B" as extended for reasons of Force Majeure or as otherwise provided in this Agreement, and if HELCO reasonably determines that such failure makes it unlikely that the Facility will achieve the Phase 1 In-Service Date by fifteen (15) months after the Phase 1 In-Service Date Deadline or the Phase 2 In-Service Date by fifteen (15) months after the Phase 2 In-Service Date Deadline, HELCO may, at any time after nine (9) months after such Milestone Date, declare such failure to achieve a Milestone Date an Event of Default and exercise its rights provided for in Article VII; provided that, if HELCO does not exercise such right to declare an -------- ---- Event of Default within fifteen (15) months after such Milestone Date, it shall be deemed to have waived its rights to declare an Event of Default in connection with such failure.
Sample 1
AutoNDA by SimpleDocs
Failure to Meet Milestone. The failure to meet any Milestone Requirement by the applicable Milestone Date.
Sample 1
Failure to Meet Milestone. Customer may terminate the Agreement immediately upon notice to Developer at any time that Developer fails to meet a milestone within ten (10) days of the date set for such milestone by the parties.
Sample 1
Failure to Meet Milestone. Cypress agrees to complete each Milestone to the reasonable satisfaction and approval of both Parties pursuant to the development schedule agreed to by the Parties. The Parties agree that Estimated Completion Dates provided in Exhibit 2.1 are estimates for the completion of the Milestones and such dates are subject to change upon the mutual agreement of the Parties. Failure to meet an Estimated Completion Date for a Milestone shall not be deemed to be a breach of this Agreement. If a Milestone is not met on its Estimated Completion Date as set forth in Exhibit 2.1, the Council shall meet with senior management from Cypress and Simtek no later than 15 days after such Milestone Estimated Completion Date is missed. The Council shall provide senior management with the Milestone status, and a proposed Action Plan to complete the Milestone. Upon review of the facts presented by the Council, the Parties' senior management and Council shall adopt an Action Plan to complete the Milestone, schedule a new Milestone date and amend Exhibit 2.1, if necessary.
Sample 1
Failure to Meet Milestone. A failure to meet the PERSIST-2 Milestone shall be deemed to have occurred hereunder on the earliest to occur of the following if prior to the date of first occurrence of the PERSIST-2 Milestone any of the following occur: (i) either the FDA or the EMA determines and communicates in writing to one of the Parties that the benefit risk profile of the Licensed Product is unacceptable; (ii) the Development of a Licensed Product is terminated in accordance with Section 15.2.6 of the Agreement as a result of a Commercial Failure; or (iii) Dxxxxxxx 00, 0000 (xxx xx (x), (xx) or (iii), a “PERSIST-2 Milestone Failure”).
Sample 1
Failure to Meet Milestone. A failure to meet the MAA Milestone shall be deemed to have occurred hereunder if prior to the date of first occurrence of the MAA Milestone any of the following occur: (i) either the FDA or the EMA determines and communicates in writing to one of the Parties that the benefit risk profile of the Licensed Product is unacceptable; (ii) the Development of a Licensed Product is terminated in accordance with Section 15.2.6 of the Agreement as a result of a Commercial Failure; or (iii) Mxxxx 00, 0000 (xxx xx (x), (xx) or (iii), a “MAA Milestone Failure”).
Sample 1
Failure to Meet Milestone. If either of the requirements of the Milestone set out in Sections 6.1(i) and (ii) is not met as finally determined pursuant to Sections 3.1 and 3.5, TEPPCO shall have no obligation to transfer the TEPPCO Assets or the MB Business, neither Party shall be obligated to close the transactions contemplated by this Agreement and either Party shall have the option to terminate this Agreement within the 30 day period following the final determination of the failure to meet the Milestone. If neither Party exercises the option to terminate, the Agreement shall automatically terminate on June 30,2003. In the event of termination in accordance with this Section 6.2, TEPPCO shall pay to Dreyfus a termination fee as provided in Section 8.2.
Sample 1
AutoNDA by SimpleDocs
Failure to Meet Milestone. If this Agreement is terminated pursuant to Section 6.2, TEPPCO shall pay to Dreyfus a termination fee equal to the aggregate capital expenditures by Dreyfus and its Affiliates in the TEPPCO Assets (the "Dreyfus Investment") as of the last date of the Term.
Sample 1

Related to Failure to Meet Milestone

  • Failure to Meet Timelines Failure by the Union to comply with the timelines will result in the automatic withdrawal of the grievance. Failure by the Employer to comply with the timelines will entitle the Union to move the grievance to the next step of the procedure.

  • Project/Milestones Taxpayer provides refrigerated warehousing and logistic distribution services to clients throughout the United States. In consideration for the Credit, Taxpayer agrees to invest in a new refrigeration and distribution facility in the XxXxxxxxx Park area of Sacramento, California, and hire full-time employees (collectively, the “Project”). Further, Taxpayer agrees to satisfy the milestones as described in Exhibit A (“Milestones”) and must maintain Milestones for a minimum of three (3) taxable years thereafter. In the event Taxpayer employs more than the number of full-time employees, determined on an annual full-time equivalent basis, than required in Exhibit A, for purposes of satisfying the “Minimum Annual Salary of California Full-time Employees Hired” and the “Cumulative Average Annual Salary of California Full-time Employees Hired,” Taxpayer may use the salaries of any of the full-time employees hired within the required time period. For purposes of calculating the “Minimum Annual Salary of California Full-time Employees Hired” and the “Cumulative Average Annual Salary of California Full-time Employees Hired,” the salary of any full-time employee that is not employed by Taxpayer for the entire taxable year shall be annualized. In addition, the salary of any full-time employee hired to fill a vacated position in which a full-time employee was employed during Taxpayer’s Base Year shall be disregarded.

  • Failure to Elect; Events of Default If the Borrower fails to deliver a timely and complete Interest Election Request with respect to a Eurocurrency Borrowing prior to the end of the Interest Period therefor, then, unless such Borrowing is repaid as provided herein, (i) if such Borrowing is denominated in Dollars, at the end of such Interest Period such Borrowing shall be converted to a Syndicated Eurocurrency Borrowing of the same Class having an Interest Period of one month, and (ii) if such Borrowing is denominated in a Foreign Currency, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies the Borrower, (i) any Eurocurrency Borrowing denominated in Dollars shall, at the end of the applicable Interest Period for such Eurocurrency Borrowing, be automatically converted to an ABR Borrowing and (ii) any Eurocurrency Borrowing denominated in a Foreign Currency shall not have an Interest Period of more than one month’s duration.

  • Commercial Milestones (a) Within [*****] calendar days after the end of the first Calendar Year in which aggregate annual Net Sales for that Calendar Year for the Licensed Product in the Territory reach any threshold indicated in the Commercial Milestone Events listed below, EverInsight shall notify VistaGen of the achievement of such Commercial Milestone Event and VistaGen shall invoice EverInsight for the corresponding non-refundable, non-creditable Milestone Payment set forth below and EverInsight shall remit payment to VistaGen within [*****] Business Days after the receipt of the invoice, as described in Section 8.6 (Currency; Exchange Rate; Payments). Annual Net Sales Milestones for Licensed Product Milestone Payments (in Dollars) (each a “Commercial Milestone Event”): (1). [*****] (2). [*****] (3). [*****] (4). [*****] (5). [*****] (b) For the purposes of determining whether a Net Sales Milestone Event has been achieved, Net Sales of Licensed Product(s) in the Territory shall be aggregated. For clarity, the annual Net Sales Milestone Payments set forth in this Section 8.3 (Commercial Milestones) shall be payable only once, upon the first achievement of the applicable Commercial Milestone Event, regardless of how many times such Commercial Milestone Event is achieved. (c) If a Commercial Milestone Event in Section 8.3 (Commercial Milestones) is achieved and payment with respect to any previous Commercial Milestone Event in Section 8.3 has not been made, then such previous Commercial Milestone Event shall be deemed achieved and EverInsight shall notify VistaGen within fifteen (15) calendar days of such achievement. VistaGen shall then invoice EverInsight for such unpaid previous Commercial Milestone Event(s) and EverInsight shall pay VistaGen such unpaid previous milestone payment(s) within thirty (30) Business Days of receipt of such invoice. (d) In the event that, VistaGen believes any Commercial Milestone Event under Section 8.3(a) has occurred but EverInsight has not given VistaGen the notice of the achievement of such Commercial Milestone Event, it shall so notify EverInsight in writing and shall provide to EverInsight data, documentation or other information that supports its belief. Any dispute under this Section 8.3(d) (Commercial Milestones - subsection (d)) that relates to whether or not a Commercial Milestone Event has occurred shall be referred to the JSC to be resolved in accordance with ARTICLE 3 (Governance) and shall be subject to resolution in accordance with Section 14.10 (Dispute Resolution). The Milestone Payments made for each Commercial Milestone Event shall be non-creditable and non-refundable.

  • Effect of Failure to Deliver Timely Interest Election Request and Events of Default on Interest Election If the Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, at the end of such Interest Period such Borrowing shall be converted to an ABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing: (i) no outstanding Borrowing may be converted to or continued as a Eurodollar Borrowing (and any Interest Election Request that requests the conversion of any Borrowing to, or continuation of any Borrowing as, a Eurodollar Borrowing shall be ineffective) and (ii) unless repaid, each Eurodollar Borrowing shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto.

  • Milestone Schedule Please state the status and progress of each Milestone and identify any completed Milestone(s) for the previous calendar quarter.

  • Failure to Fulfill Conditions In the event that either of the parties hereto determines that a condition to its respective obligations to consummate the transactions contemplated hereby cannot be fulfilled on or prior to the termination of this Agreement, it will promptly notify the other party.

  • Project Specific Milestones In addition to the milestones stated in Section 212.5 of the Tariff, as applicable, during the term of this ISA, Interconnection Customer shall ensure that it meets each of the following development milestones: 6.1 Substantial Site work completed. On or before December 31, 2020 Interconnection Customer must demonstrate completion of at least 20% of project site construction. At this time, Interconnection Customer must submit to Interconnected Transmission Owner and Transmission Provider initial drawings, certified by a professional engineer, of the Customer Interconnection Facilities. 6.2 Delivery of major electrical equipment. On or before December 31, 2021, Interconnection Customer must demonstrate that all generating units have been delivered to Interconnection Customer’s project site.

  • Failure to Satisfy Conditions Precedent If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Credit Extension set forth in Article IV are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.

  • Development Milestones In addition to its obligations under Paragraph 7.1, LICENSEE specifically commits to achieving (either itself or through the acts of a SUBLICENSEE) the following development milestones in its diligence activities under this AGREEMENT: (a) (b).

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!