Marketing Services Agreements Sample Clauses

Marketing Services Agreements. Buyer, BioScrip, Seller and Stockholder shall use commercially reasonable efforts to negotiate a transitional services agreement (the “Transitional Services Agreement”) and a services agreement (the “Services Agreement”) to be entered into at the Closing, each in form and substance reasonably satisfactory to Buyer and Seller. The Transitional Services Agreement and the Services Agreement will provide, among other things, for Seller’s marketing support for the Business from and after the Closing, as well as a non-transferable, exclusive license to provide access to the Business and provide customers the ability to order prescriptions from BioScrip through Seller’s website. Under the Services Agreement, commencing at the end of the Post-Closing Period, as consideration for the services rendered by Seller under the Services Agreement, BioScrip will pay Seller thirty-three percent (33%) of the Gross Profit generated in each of the first twelve months of service from new pharmacy prescriptions driven to BioScrip through Seller’s website, payable in cash, within 15 days of the end of each month during the term. New pharmacy prescriptions shall include all prescriptions that are ordered for the first time by new or repeat customers of Seller and that are dispensed by BioScrip, and exclude (a) renewals of previously ordered prescriptions and (b) prescriptions that are identical to previously ordered prescriptions but for the strength or dosage of the medication ordered. The term of the Transitional Services Agreement shall run until the end of the Post-Closing Period and the term of the Marketing Services Agreement shall be five (5) years. The Transitional Services Agreement and the Marketing Services Agreement shall also provide for the parties to collaborate with respect to systems integration and data and customer management services.
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Marketing Services Agreements. Unless the parties agree otherwise, API’s Affiliate in each country of the Secondary Co-Promotion Territory shall enter into a Marketing Services Agreement with the P&G Affiliate in such country pursuant to which API’s Affiliate shall purchase from P&G’s Affiliate, and P&G’s Affiliate shall provide to API’s Affiliate, P&G’s Affiliate’s Detail Effort (pursuant to Section IVa(B)(7) hereof), Non-Detailing Promotion Efforts (pursuant to Section IVa(B)(9) hereof), Marketing Efforts (pursuant to Section IVa(C)(3) hereof) and Joint R&D Efforts (pursuant to Section IVa(C)(5) hereof). For each Quarter during the Term, the total cost of all P&G’s Affiliates’ Detailing Efforts, Non-Detailing Promotion Efforts, Marketing Efforts and Joint R&D Efforts plus the total cost of all API Affiliates’ Detailing Efforts, Non-Detailing Promotion Efforts, Marketing Efforts and Joint R&D Efforts shall be defined as the Secondary Co-Promotion Marketing Costs or SCPMC. Upon request by API, P&G shall provide to API’s Affiliates in the Secondary Co-Promotion Territory marketing allowances to reimburse increased marketing and promotion costs in the launch phase of any Product or Joint Product Improvement in the Secondary Co-Promotion Territory. The penalties provided pursuant to Section IV(a)(B)(8)(a) shall not be included in the calculation of SCPMC. For each Quarter during the Term, ***** of the total cost of all P&G’s Affiliates’ Detailing Efforts, Non-Detailing Promotion Efforts, Marketing Efforts and Joint R&D Efforts shall be defined as the Secondary Co-Promotion Service Xxxx Up or SCPSMU. Local Marketing Services Agreements in all countries of the Secondary Co-Promotion Territory shall be implemented on or before January 1, 2005. Such Marketing Services Agreements will comply with this Agreement and in the case of discrepancies between the terms of this Agreement and any local Marketing Services Agreement, the terms and conditions of this Agreement shall prevail.
Sample 1
Marketing Services Agreements. Unless the parties agree otherwise, P&G’s Affiliate in each country of the Primary Converted Co-Promotion Territory shall enter into a Marketing Services Agreement with the API Affiliate in such country pursuant to which API’s Affiliate shall purchase from P&G’s Affiliate, and P&G’s Affiliate shall provide to API’s Affiliate, P&G’s Affiliate’s Detailing Efforts and Non-Detailing Promotion Efforts. For each Quarter during the Term, ***** of the total cost of all P&G’s Affiliates’ Detailing Efforts and Non-Detailing Promotion Efforts shall be defined as the Primary Converted Co-Promotion Service Xxxx Up or PCCPSMU. Local Marketing Services Agreements will comply with this Agreement and in the case of discrepancies between the terms of this Agreement and any local Marketing Services Agreement, the terms and conditions of this Agreement shall prevail.
Sample 1

Related to Marketing Services Agreements

  • Master Services Agreement This Agreement is a master agreement governing the relationship between the Parties solely with regard to State Street’s provision of Services to each BTC Recipient under the applicable Service Modules.

  • Services Agreement “Services Agreement” shall mean any present or future agreements, either written or oral, between Covered Entity and Business Associate under which Business Associate provides services to Covered Entity which involve the use or disclosure of Protected Health Information. The Services Agreement is amended by and incorporates the terms of this BA Agreement.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Transitional Services Agreement Seller shall have executed and delivered the Transitional Services Agreement.

  • Marketing Services The Manager shall provide advice and assistance in the marketing of the Vessels, including the identification of potential customers, identification of Vessels available for charter opportunities and preparation of bids.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • Medical Services Plan Regular Full-Time and Temporary Full-Time Employees shall be entitled to be covered under the Medical Services Plan commencing the first day of the calendar month following the date of employment. The City shall pay one hundred percent (100%) of the premiums required by the plan.

  • Administrative Services Agreement The Administrative Services Agreement has been duly authorized, executed and delivered by the Company and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Supply Agreements For a period of three years from the consummation of the IPO, Odetics shall not unilaterally terminate or assign its guarantee obligation with respect to any supply agreement pursuant to which it has guaranteed the performance by ATL of ATL's obligations, unless such suppliers have consented to the termination or assignment of such guarantee.

  • Service Agreements Manager shall negotiate and execute on behalf of Owner such agreements which Manager deems necessary or advisable for the furnishing of utilities, services, concessions and supplies, for the maintenance, repair and operation of the Property and such other agreements which may benefit the Property or be incidental to the matters for which Manager is responsible hereunder.

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