FMC Minimum Performance Sample Clauses

FMC Minimum Performance. For FMC to maintain the exclusive licenses granted herein, FMC must: (1) by the end of the first three year period, said first three year period beginning on either the date of the first retail commercial sale of an NRobe™ Solid Form by a purchaser of an NRobe™ Equipment machine (meaning a machine designed to produce NRobe™ Solid Form with NRobe™ Film which is within the definition of NRobe™ Equipment in Article 1.1) from FMC or January 1, 2007, whichever is sooner, place orders for * NRobe™ Equipment machines from BioProgress Plc; and (2) during the second three (3) year period (beginning immediately at the end of the first three year period), place orders for an additional * NRobe™ Equipment from BioProgress, in both cases, with delivery of NRobe™ Equipment machines occurring within the calendar year remaining following such order, or within nine (9) months of the date of the order, whichever is the later (and for the avoidance of doubt there shall be no breach of this Articles 2.9 by FMC if there shall be a failure to deliver on schedule). Any orders placed by FMC prior to the beginning of the first three year period shall be counted toward FMC’s minimum performance in the first three year period if delivered as provided above. Any orders placed by FMC in excess of * in the first three year period shall be counted toward FMC’s minimum performance in the second three year period if delivered as provided above. FMC shall be considered to have fully met all its minimum performance obligations under the first and second three (3) year periods once it places * orders regardless when such occurs if delivered as provided above. Should FMC not meet its minimum performance requirements in either the first or second three year period, then FMC may elect within ninety (90) days of the end of the respective three year periods to maintain exclusivity by paying to BioProgress an amount of * times the amount of the number of orders for NRobe™ Equipment machines needed to meet the minimum performance in the relevant three year period. In the event FMC has not placed the minimum orders of NRobe™ Equipment machines during the first and second three (3) year periods for delivery as provided above and does not make such payments to maintain exclusivity, then FMC’s licenses hereunder shall be non-exclusive.
Sample 1
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Related to FMC Minimum Performance

  • Events Excusing Performance Neither party shall be liable to the other party for failure to perform any of the services required herein in the event of strikes, lock-outs, calamities, acts of God, unavailability of supplies or other events over which that party has no control for so long as such events continue, and for a reasonable period of time thereafter.

  • Not Impair Performance Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII.

  • Strict Performance The failure of any party to insist upon or enforce strict performance by any other party of any provision of this Agreement or to exercise any right under this Agreement shall not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance; rather, such provision or right shall be and remain in full force and effect.

  • Excused Performance If either Party is rendered wholly or partially unable to perform its obligations (other than payment obligations) under this Agreement due to the occurrence of a Force Majeure Event, such Party will be excused from the affected performance obligation (other than payment obligations), provided that:

  • Non-Performance No failure or delay in performance, whether in whole or in part, by either Gatherer or Shipper shall be deemed to be a breach hereof (other than the obligation to pay amounts when due under this Agreement) when such failure or delay is occasioned by or due to a Force Majeure Event.

  • Assist Performance Seller shall exercise its reasonable best efforts to cause to be fulfilled those conditions precedent to Buyer’s obligations to consummate the transactions contemplated hereby which are dependent upon the actions of Seller and to work with Buyer to make and/or obtain any necessary filings and consents. Seller shall cause Split-Off Subsidiary to comply with its obligations under this Agreement.

  • Timely Performance Time is of the essence as to the performance of the obligations required of the respective parties under this Agreement.

  • Buyer’s Performance (a) All of the covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been performed and complied with in all material respects.

  • PERIOD OF PERFORMANCE Extend the period of performance by one (1) year from 31 December 2001 to 31 December 2002. The total period of performance now is from 1 March 1996 to 31 December 2002.

  • Prompt Performance All actions required to be taken (including payments) by any party under this Agreement shall be performed within the time prescribed for performance in this Agreement, or if no period is prescribed, such actions shall be performed promptly.

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