Common use of Minimum Fees Clause in Contracts

Minimum Fees. In Processing Year 1, Customer will require and shall pay FDR for processing services sufficient to generate aggregate Processing Fees at least equal to one million five hundred thousand dollars ($1,500,000.00) (the "Year 1 Minimum Processing Fee"). In each Processing Year after Processing Year 1, Customer will require and shall pay FDR for processing services sufficient to generate aggregate Processing Fees at least equal to eighty percent (80%) of the Processing Fees paid during the immediately preceding Processing Year, but in no event less than one million dollars ($1,000,000.00) (the "Minimum Processing Fees"). FDR shall calculate the total Processing Fees paid by Customer in respect of Services performed during each Processing Year (the "Total Annual Processing Fees") within ninety (90) days after the end of each Processing Year and will, after ten (10) days written notice to Customer, draw upon Customer's account pursuant to Section 4.5 of this Agreement for the amount, if any, by which the Year 1 Minimum Processing Fees or the Minimum Processing Fees, as applicable, for the Processing Year exceed the Total Annual Processing Fees for the Processing Year. For the avoidance of doubt and based on economic assumptions material to each party underlying this transaction, Customer and FDR expressly agree that Customer shall pay FDR Processing Fees each Processing Year in an amount at least equal to the Year 1 Minimum Processing Fee or the Minimum Processing Fees, as applicable, until this Agreement is terminated by Customer solely pursuant to the provisions of Section 9.2 of this Agreement or until FDR terminates this Agreement and invokes compensatory payments pursuant to Section 9.4 of this Agreement.

Minimum Fees. (a) In Processing Year 1, Customer will require and shall pay FDR for processing services Services sufficient to generate aggregate Processing Fees at least equal to one million five hundred thousand dollars ($1,500,000.00) [*] (the "Year 1 Minimum Processing Fee"). In each Processing Year after Processing Year 1, except as provided in subsection (b), Customer will require and shall pay FDR for processing services Services sufficient to generate aggregate Processing Fees at least equal to eighty percent (80%) [*] of the Processing Fees paid during the immediately preceding Processing Year, but in no event less than one million dollars ($1,000,000.00) [*] in each such Processing Year (the "Minimum Processing Fees"). FDR shall calculate the total Processing Fees paid by Customer in respect of Services performed during each Processing Year (the "Total Annual Processing Fees") within ninety (90) days after the end of each Processing Year and will, after ten (10) days written notice to Customer, draw upon Customer's account pursuant to Section 4.5 of this Agreement for the amount, if any, by which the Year 1 Minimum Processing Fees or the Minimum Processing Fees, as applicable, for the Processing Year exceed the Total Annual Processing Fees for the Processing Year. For the avoidance of doubt and based on economic assumptions material to each party underlying this transaction, Customer and FDR expressly agree that Customer shall pay FDR Processing Fees each Processing Year in an amount at least equal to the Year 1 Minimum Processing Fee or the Minimum Processing Fees, as applicable, until this Agreement is terminated by Customer solely pursuant to the provisions of Sections 9.2(a) or 9.2(b), or after Customer shall have paid FDR the Minimum Processing Fees for the year of termination as determined pursuant to this subsection (a) in the case of a termination pursuant to Sections 9.2(d) or 9.2(e) or pursuant to subsection (b) below in the case of a termination pursuant to Section 9.2 of this Agreement 9.2(c), or until FDR terminates this Agreement and invokes compensatory payments pursuant to Section 9.4 of this Agreement9.4.

Minimum Fees. In Processing Year 1, Customer will require and shall pay FDR for processing services sufficient to generate aggregate Processing Fees at least equal to one million five hundred thousand dollars ($1,500,000.00) [* * *] (the "Year 1 Minimum Processing Fee"). In each Processing Year after Processing Year 1, Customer will require and shall pay FDR for processing services sufficient to generate aggregate Processing Fees at least equal to eighty percent (80%) [* * *] of the Processing Fees paid during the immediately preceding Processing Year, but in no event less than one million dollars ($1,000,000.00) [* * *] (the "Minimum Processing Fees"). FDR shall calculate the total Processing Fees paid by Customer in respect of Services performed during each Processing Year (the "Total Annual Processing Fees") within ninety (90) days after the end of each Processing Year and will, after ten (10) days written notice to Customer, draw upon Customer's account pursuant to Section 4.5 3.5 of this Agreement for the amount, if any, by which the Year 1 Minimum Processing Fees or the Minimum Processing Fees, as applicable, for the Processing Year exceed the Total Annual Processing Fees for the Processing Year. For the avoidance of doubt and based on economic assumptions material to each party underlying this transaction, Customer and FDR expressly agree that Customer shall pay FDR Processing Fees each Processing Year in an amount at least equal to the Year 1 Minimum Processing Fee or the Minimum Processing Fees, as applicable, until this Agreement is terminated by Customer solely pursuant to the provisions of Section 9.2 of this Agreement or until FDR terminates this Agreement and invokes compensatory payments pursuant to Section 9.4 of this Agreement.

Minimum Fees. In Processing Year 1, Customer will require and shall pay FDR FDMS for processing services sufficient to generate aggregate Processing Fees at least equal to one million five hundred thousand Eleven Million dollars ($1,500,000.0011,000,000) (the "Year 1 Minimum Processing Fee"). In each Processing Year after Processing Year 1, Customer will require and shall pay FDR FDMS for processing services sufficient to generate aggregate Processing Fees at least equal to eighty seventy percent (8070%) of the Processing Fees paid during the immediately preceding Processing Year, but in no event less than one million dollars ($1,000,000.00) Year (the "Minimum Processing Fees"). FDR FDMS shall calculate the total Processing Fees paid by Customer in respect of Services performed during each Processing Year (the "Total Annual Processing Fees") within ninety (90) days after the end of each Processing Year and will, after ten (10) days written notice to Customer, draw upon Customer's account pursuant to Section 4.5 of this Agreement for the amount, if any, by which the Year 1 Minimum Processing Fees or the Minimum Processing Fees, as applicable, for the Processing Year exceed the Total Annual Processing Fees for the Processing Year. For the avoidance of doubt and based on economic assumptions material to each party underlying this transaction, Customer and FDR FDMS expressly agree that Customer shall pay FDR FDMS Processing Fees each Processing Year in an amount at least equal to the Year 1 Minimum Processing Fee or the Minimum Processing Fees, as applicable, until this Agreement is terminated by Customer solely pursuant to the provisions of Section 9.2 of this Agreement or until FDR FDMS terminates this Agreement and invokes compensatory payments pursuant to Section 9.4 of this Agreement.