MINIMUM ANNUAL SALES Sample Clauses

MINIMUM ANNUAL SALES. In the event that Qiagen's Net Sales of Products and Epoch Primers to its non-Affiliate customers in each year set forth below do not exceed the amounts set forth below: Year Annual Minimum Net Sales ---- ------------------------ Year 1 US $[*] Year 2 US $[*] Year 3 US $[*] Year 4 US $[*] Epoch shall have the right to convert Qiagen's rights under this Agreement to non-exclusive as described below, provided that during the relevant year, there has been no material disruption of supply of the Product Deliverables which was beyond the control of Qiagen, that during the relevant year, there has been no material disruption in access by Qiagen or Qiagen customers to the MGB Eclipse Software resulting from a defect in the MGB Eclipse Software and which disruption was not within Qiagen's reasonable control to remedy, and that the number of Product Deliverables rejected by Qiagen and accepted for replacement or refund pursuant to Section 3.5(b) has not exceeded [*] percent ([*]%) of the volume of Product Deliverables delivered in such year. Year 1 shall be the twelve month period beginning upon "Commercial Launch," which shall be the date upon which Qiagen sends a launch package (consisting of those items set forth on Exhibit J hereto) to its Affiliates, subsidiaries and Epoch, which shall be no later than April 15, 2003. Years 2, 3, 4 and 5 shall be the subsequent twelve (12) month periods follxxxxx xxx xxxxx xxxx xfter Commercial Launch. Notwithstanding the foregoing, solely with respect to Year 1, Qiagen may, at its option, meet its minimum Net Sales obligation (in which case Epoch shall have no right to convert Qiagen's rights under this Agreement to non-exclusive for failure to meet its first year minimum Net Sales obligation) if within sixty (60) days prior to the end of Year 1, Qiagen places a purchase order for a volume of Product Deliverables which results in Epoch receiving payment from Qiagen greater than or equal to [*] percent ([*]%) of the dollar amount by which Qiagen's Net Sales fell short of [*] Dollars ($[*]), and Qiagen remits payment to Epoch for such amount (the -------- * CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH COMMISSION. "Shortfall Order"). The sale to customers of Products incorporating Product Deliverables from the Shortfall Order shall not be included in the calculation of Net Sales for any subsequent year for purposes of determining whether Annual Minimum Net Sales have been met. For purposes of this Section 8.4, Qiagen'...
Sample 1
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MINIMUM ANNUAL SALES. The Parties shall use their best efforts to achieve in the first year of this Agreement an annual minimum sales volume for Products, whether sold by H&B or COM, of 1,250 (+/- 15%) cubic yards. Thereafter, the Parties shall be required to meet the following annual minimum sales volumes of Products, whether sold by H&B or COM: 2500 (+/- 15%) cubic yards in year two; 3,750 (+/-15%) cubic yards in year three, and 5,000 (+/-15%) cubic yards in years four and five. Both parties agree to use best efforts to achieve the volumes set forth in this paragraph.
Sample 1
MINIMUM ANNUAL SALES. In the event that Amersham's revenue from sales of Products to its non-Affiliate customers do not exceed the amounts set forth below: Calendar Year Annual Minimum Revenue ------------- ---------------------- 2002 $[*] 2003 $[*] 2004 $[*] 2005 $[*] Epoch shall have the right to convert Amersham's rights under this Agreement to non-exclusive. For purposes of this Section 7.5, Amersham's revenue shall mean the amount actually received in a given period by Amersham or its Affiliates from un-Affiliated Third Parties for purchases of Products, but excluding transportation costs, packing and shipping charges, and taxes (including sales, use, turnover value-added and excise taxes) and net of returns, rebates, adjustments and discounts. Revenue received in currency other than U.S. dollars shall be converted into U.S. dollars for such calculation on a quarterly basis, based on the average exchange rate during the applicable quarter, according to the exchange rates published in the U.S. edition of the Wall Street Journal. Within thirty (30) days of the end of each calendar year, Amersham shall provide Epoch with a report of revenues for such year. In the event that such sales do not exceed the amount set forth above, Epoch may, within sixty (60) days of receipt of such report, convert Amersham's rights under this Agreement to non-exclusive, for the balance of the term.
Sample 1
MINIMUM ANNUAL SALES. The minimum annual sales of Products are set forth in SCHEDULE C. Licensee shall pay the Actual Royalties corresponding to such sales, but if Licensee does not meet the minimum annual sales in 2008, such failure shall not be deemed a breach of this Agreement by Licensee, however, Licensor shall then have a one-month option to be exercised by the end of January of 2009 to either convert the Licensed Rights to a non-exclusive License Grant or, upon mutual consent of the Parties, terminate or attempt to modify this Agreement pursuant to Section 13.5. Further, if Licensee does meet the minimum annual sales in 2010, such failure shall not be deemed a breach of this Agreement by Licensee, however, Licensor shall then have a one-month option to be exercised by the end of January of 2011 to either convert the Licensed Rights to a non-exclusive License Grant or, upon mutual consent of the Parties, terminate or attempt to modify this Agreement pursuant to Section 13.5.
Sample 1

Related to MINIMUM ANNUAL SALES

  • Minimum Annual Royalty During the TERM of this SUB-LICENSE, ADAPTIMMUNE shall pay to LTC a non-refundable minimum annual royalty (“MINIMUM ANNUAL ROYALTY”) of: (a) *** dollars ($***) for each full or partial calendar year during which there is no APPROVAL OBTAINED for any LICENSED T CELL PRODUCT, and (b) for the first full calendar year following the date that there is APPROVAL OBTAINED and thereafter, a non-refundable MINIMUM ANNUAL ROYALTY that is equal to fifty percent (50%) of ADAPTIMMUNE’s earned running royalties for the sale by ADAPTIMMUNE and its AFFILIATES of such LICENSED T CELL PRODUCTS in the previous calendar year. The MINIMUM ANNUAL ROYALTY will be fully-creditable against running royalties due and payable by ADAPTIMMUNE and its AFFILIATES on account of running royalties under Section 4.3 for the applicable calendar year for which such MINIMUM ANNUAL ROYALTY relates, but shall not be creditable against any MILESTONE PAYMENTS (defined at Section 4.4) made at any time. Any difference between the MINIMUM ANNUAL ROYALTY due for a particular calendar year, and the running royalties due and payable for such calendar year, will be paid along with the royalty payment and royalty report due for the fourth (4th) quarter of each calendar year (e.g. within forty-five (45) days of each December 31) in accordance with Section 4.6. For clarification purposes, MINIMUM ANNUAL ROYALTIES are not refundable in whole or in part.

  • Minimum Annual Royalties Company shall pay to JHU minimum annual royalties as set forth in Exhibit A. These minimum annual royalties shall be due, without invoice from JHU, within thirty (30) days of each anniversary of the EFFECTIVE DATE beginning with the first anniversary. Running royalties and sublicense consideration accrued under Paragraphs 3.3 and 3.4, respectively, and paid to JHU during the one year period preceding an anniversary of the EFFECTIVE DATE shall be credited against the minimum annual royalties due on that anniversary date.

  • Minimum Sales 4.1 The minimum volume of sales of the Products that CSR commits to use its best efforts to achieve in the Territory on an annual basis in the first Agreement Year is 60,000 gallons (avg. 5,000 gallons per month). RCAI will review the annual volumes of sales of the Products prior to the beginning of any successive term during which this Agreement may continue and RCAI may change and adjust such minimums as it, in its sole judgment, sees fit.

  • Minimum Annual Rent Tenant agrees to pay to Landlord the Minimum Annual Rent in equal monthly installments in the amount set forth in Section 1(d) (as increased at the beginning of each lease year as set forth in Section 1(d)), in advance, on the first day of each calendar month during the Term, without notice, demand or setoff, at Landlord's address designated at the beginning of this lease unless Landlord designates otherwise; provided that rent for the first full month shall be paid at the signing of this lease. If the Commencement Date falls on a day other than the first day of a calendar month, the rent shall be apportioned pro rata on a per diem basis for the period from the Commencement Date until the first day of the following calendar month and shall be paid on or before the Commencement Date. As used in this lease, the term "LEASE YEAR" means the period from the Commencement Date through the succeeding 12 full calendar months (including for the first lease year any partial month from the Commencement Date until the first day of the first full calendar month) and each successive 12 month period thereafter during the Term.

  • Maximum Annual Operating Expense Limit The Maximum Annual Operating Expense Limit with respect to each Fund shall be the amount specified in Schedule A based on a percentage of the average daily net assets of each Fund.

  • CONTRACT YEAR The first Contract Year is the period of time ending on the first contract anniversary. Subsequent Contract Years are the annual periods between contract anniversaries.

  • Minimum Revenue Borrower and its Subsidiaries shall have annual Revenue from sales of the Product (for each respective calendar year, the “Minimum Required Revenue”):

  • Base Annual Salary “Base Annual Salary” means the greater of (1) the highest annual rate of base salary in effect for the Executive during the 12 month period immediately prior to a Change in Control or, (2) the annual rate of base salary in effect at the time Notice of Termination is given (or on the date employment is terminated if no Notice of Termination is required).

  • Minimum Royalty At the beginning of each calendar year during the term of this Agreement, beginning January 1, 2016, Company shall pay to Medical School a minimum royalty of {***}. If the actual royalty payments to Medical School in any calendar year are less than the minimum royalty payment required for that year, Company shall have the right to pay Medical School the difference between the actual royalty payment and the minimum royalty payment in full satisfaction of its obligations under this Section, provided such minimum payment is made to Medical School within sixty (60) days after the conclusion of the calendar year. Waiver of any minimum royalty payment by Medical School shall not be construed as a waiver of any subsequent minimum royalty payment. If Company fails to make any minimum royalty payment within the sixty-day period, such failure shall constitute a material breach of its obligations under this Agreement, and Medical School shall have the right to terminate this Agreement in accordance with Section 8.3.

  • Average Annual Compensation The Executive's "Average Annual Compensation" for purposes of this Agreement shall be deemed to mean the average level of compensation paid to the Executive by the Employers or any subsidiary thereof during the most recent five taxable years preceding the Date of Termination, including Base Salary and benefits and bonuses under any employee benefit plans of the Employers.

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