Failure to Meet Minimums Sample Clauses

Failure to Meet Minimums. If Collagen, Affiliates and sublicensed subdistributors fail to sell in any Year at least the minimum Net Sales of all Licensed Product(s) --------- *Confidential treatment requested. as set forth in Exhibit D (and so long as such failure is not attributable, in whole or in part, to any act or failure to act of Cosmederm, including, but not limited to, Cosmederm's failure to supply sufficient quantities of any Licensed Product(s) to Collagen and/or any action or requirement of the United States Food and Drug Administration or state regulatory equivalent), Cosmederm may, at its sole election, notify Collagen in writing of Cosmederm's intent to terminate this Agreement. Cosmederm may terminate this Agreement * after such notice unless Collagen has, at Collagen's sole election, within such * period done one of the following: (i) in the event that Cosmederm is then manufacturing one hundred percent (100%) of Licensed Products(s) being sold by Collagen, Affiliates and sublicensed subdistributors, place a purchase order (for delivery in no less than * nor more than * for a sufficient total number of units of such Licensed Product(s) from Cosmederm to equal the deficiency in the applicable minimum Net Sales, (ii) in the event that Collagen is then manufacturing one hundred percent (100%) of Licensed Products(s) being sold by Collagen, Affiliates and sublicensed subdistributors, pay to Cosmederm an additional payment equal to the incremental royalty which Cosmederm would have been entitled to if Collagen had sold sufficient total units of Licensed Product(s) to meet the applicable minimum Net Sales, or (iii) in the event that both Cosmederm and Collagen are then manufacturing Licensed Product(s), Collagen shall, in a proportion equal to the ratio of the dollar amount of such Licensed Product(s) manufactured by Cosmederm and Collagen, respectively, place a purchase order according to (i) above and pay to Cosmederm an additional incremental royalty payment according to (ii) above which together equal the total dollar amount to which Cosmederm would have been entitled to if Collagen had met the applicable minimum Net Sales. All such purchases and royalty payments shall be deemed made in the shortfall Year, not the following Year.
Sample 1
AutoNDA by SimpleDocs
Failure to Meet Minimums. In the event that AB does not purchase, during any of Contract Year One, Contract Year Two or Contract Year Three, from Xxxxxx a sufficient number of Products such that the Aggregate Purchase Price of Products purchased by AB during such Contract Year is not equal to or greater than the applicable Adjusted Contract Year Purchase Minimum for such Contract Year, then the following shall apply:
Sample 1
Failure to Meet Minimums. 18.1 If the Annual Gross Operating Revenues do not reach the Annual Minimum and Manager does not otherwise tender the applicable Annual Exclusivity Payment within 30 days of the end of any calendar year during the Term as provided by section 8, then payment for same shall be effected by Owner applying Guarantee Collateral equal in value to the amount of the Owner's Annual Exclusivity Payment which remains unpaid, provided that in such instance Owner shall only apply interest monies forming part of the Guarantee Collateral to such payment. 18.2 If Manager does not tender the applicable Cumulative Exclusivity Payment, if any, within 30 days of the earlier of the end of the initial Term or December 31, 2007 (whether arising upon early termination or otherwise), then payment for same shall be effected by Owner applying Guarantee Collateral equal in value to the amount of the Cumulative Exclusivity Payment which remains unpaid. 18.3 Deemed payment by Manager in the manner provided in sections 18.1 and 18.2 shall be accepted by Owner in full payment and satisfaction of Manager's obligations to Owner in respect of such untendered payments to the extent of the amount of Guarantee Collateral so applied. 18.4 Failure of Manager to attain any Annual Minimum or to pay an Instalment on or before the relevant Instalment Date shall not result in the termination of this Agreement or the loss of the exclusive Management Services rights of Manager.
Sample 1

Related to Failure to Meet Minimums

  • 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.

  • Failure to Notify If Contractor fails to specify in writing any problem or circumstance that materially affects the costs of its delivery of services or products, including a material breach by the Department, about which Contractor knew or reasonably should have known with respect to the period during the term covered by Contractor's status report, Contractor shall not be entitled to rely upon such problem or circumstance as a purported justification for an increase in the price for the agreed upon scope.

  • Failure to Maintain Financial Viability The System Agency may terminate the Grant Agreement if the System Agency, in its sole discretion, determines that Grantee no longer maintains the financial viability required to complete the services and deliverables, or otherwise fully perform its responsibilities under the Grant Agreement.

  • Certification of Meeting or Exceeding Tobacco-Free Workplace Policy Minimum Standards A. Grantee certifies that it has adopted and enforces a Tobacco-Free Workplace Policy that meets or exceeds all of the following minimum standards of: i. Prohibiting the use of all forms of tobacco products, including but not limited to cigarettes, cigars, pipes, water pipes (hookah), bidis, kreteks, electronic cigarettes, smokeless tobacco, snuff and chewing tobacco; ii. Designating the property to which this Policy applies as a "designated area,” which must at least comprise all buildings and structures where activities funded under this Grant Agreement are taking place, as well as Grantee owned, leased, or controlled sidewalks, parking lots, walkways, and attached parking structures immediately adjacent to this designated area; iii. Applying to all employees and visitors in this designated area; and iv. Providing for or referring its employees to tobacco use cessation services. B. If Grantee cannot meet these minimum standards, it must obtain a waiver from the System Agency.

  • Failure to Return Failure of the employee to return pursuant to the date determined in this Section will constitute grounds for termination by the School District unless the School District and the employee mutually agree to an extension of the leave.

  • Failure to Maintain If Tenant fails to comply with this Paragraph 17 or any Pool/Spa Maintenance Addendum, Landlord may, in addition to exercising Landlord’s remedies under Paragraph 27, perform whatever action Tenant is obligated to perform and Tenant must immediately reimburse Landlord the reasonable expenses that Landlord incurs plus any administrative fees assessed by Landlord’s agents or any other entity as provided by law.

  • Failure to Determine Values If the Borrower shall fail to determine the value of any Portfolio Investment as at any date pursuant to the requirements of the foregoing sub-clauses (A), (B) or (C), then the “Value” of such Portfolio Investment as at such date shall be deemed to be zero.

  • Liability for Failure to Make Transfers If we do not complete a transfer to or from your account on time or in the correct amount according to our agreement with you, we will be liable for your losses or damages. However, there are some exceptions. We will not be liable, for instance:

  • Remedy for failure to insure If the Concessionaire shall fail to effect and keep in force all insurances for which it is responsible pursuant hereto, the Authority shall have the option to either keep in force any such insurances, and pay such premia and recover the costs thereof from the Concessionaire, or in the event of computation of a Termination Payment, treat an amount equal to the Insurance Cover as deemed to have been received by the Concessionaire.

  • Failure to Make Payment In the event a participating Authorized User fails to make payment to the Contractor for Products delivered, accepted and properly invoiced, within thirty calendar days of such delivery and acceptance, the Contractor may, upon five business days advance written notice to both the Commissioner and the Authorized User’s purchasing official, suspend additional shipments of Product or provision of services to such entity until such time as reasonable arrangements have been made and assurances given by such entity for current and future Contract payments.

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