Minimum Performance Requirement Sample Clauses

Minimum Performance Requirement. There shall be no issuance of Common Shares under the PERS Units unless total EBITDA for the Performance Period equals at least $90,000,000 (“Minimum Performance Requirement”). If the Minimum Performance Requirement is achieved, Shares may be issued to the Grantee provided that the threshold Performance Requirements are achieved for ROIC or EBITDA as set forth below.
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Minimum Performance Requirement. Affiliate and Association acknowledge that if Affiliate's or Association's annual Enrollment Applications do not exceed FIFTY (50), or, in the case of an Association, if the Association's enrolled membership is not more than ONE HUNDRED (100), it is not economically viable for RCI to maintain the Affiliation, and this Agreement is likewise terminable at the sole option and discretion of RCI upon sixty (60) days notice to Affiliate and Association.
Sample 1
Minimum Performance Requirement. During the Services Term, Seller shall be required to deliver to Buyer Delivered Energy annually in each Contract Year in an amount equal to at least fifty-two percent (52%) of the MPR Base Amount of the Project (“Minimum Performance Requirement”). In each Contract Year of the Services Term if the amount of Delivered Energy delivered to Buyer at the Delivery Point from the Project pursuant to the terms of the Agreement (and giving credit to Seller for Deemed Delivered Energy attributable for such Contract Year) is less than the Minimum Performance Requirement, Seller shall pay to Buyer an amount equal to $25 total per MWh for the deficit amount of Energy and associated RECs below the Minimum Performance Requirement. “MPR Base Amount” shall mean 1,357,402 MWh per year, subject to adjustment in accordance with Section 5.4. Damages payable by Seller to Buyer pursuant to the terms of this Section 3.15 for failure to meet the Minimum Performance Requirement shall be capped at $3,000,000 per year and $20,000,000 in the aggregate over the Services Term. Buyer shall have the right to terminate the Agreement pursuant to Section 12.2 in the event the amount of damages payable by Seller to Buyer pursuant to this Section 3.15 reaches the cumulative limit of $20,000,000 prior to the end of the Services Term, which such occurrence shall be deemed a Seller’s Event of Default.
Sample 1
Minimum Performance Requirement. 10.1. You must introduce at least six (6) new Settled Loans each Calendar Month, or such other amount of Settled Loans as may be advised to you from time to time by Aussie in its absolute discretion.
Sample 1
Minimum Performance Requirement. Association acknowledges that if its enrolled membership is not more than one hundred (100), it is not economically viable for RCI to maintain the Affiliation, and this Agreement is likewise terminable at the sole option and discretion of RCI upon sixty (60) days notice to Association.
Sample 1
Minimum Performance Requirement. Affiliate acknowledges that if Affiliate's annual RCI Member Enrollment Applications do not exceed fifty (50), it is not economically viable for RCI to maintain the Affiliation, and this Agreement is likewise terminable at the sole option and discretion of RCI upon sixty (60) days notice to Affiliate.
Sample 1
Minimum Performance Requirement. A VIP could be designed to meet at least the minimum insulating requirements for the application throughout its functional life. Thus, a VIP would be over-designed, so that it would retain the minimum desired R-value at the end of its intended service life of the application. Moisture and gases that degrade the insulating characteristics of a properly prepared VIP enter through two primary routes: the seal and the barrier film. The seal area is the more vulnerable path. Increasing the size of a panel can lessen the impact of seal leaks on the life of a panel. An increase in panel thickness increases the volume of core material, but the length of the panel seal remains unchanged. This means that the rate of moisture and gas infiltration through the seam should be unchanged but their impact on thermal resistance is diluted due to the greater volume of core material. The panel's thermal performance would decrease at a slower rate and the panel life would increase. Much the same can be said for increasing the length and/or the width of a panel, except that the seal length increases but not-at the same rate as the volume of core material. Although barrier films are not as susceptible to infiltration as the seal, they become more important in larger panels as the impact of the seal diminishes. Given this, more attention must be given to selecting a barrier film for them. Quality assurance in the fabrication of VIPs is of paramount importance to the life of the panel. Care must be taken in sealing the film so that the seals are not wrinkled. Also the barrier film must not be wrinkled, sharply bent or folded during fabrication. The INSTILL Core material is supplied with a subtle grid pattern imprinted on the surface to take up excess film material in the vacuum process to prevent wrinkling. Component choices are also important factors affecting panel life. The two primary components that will affect the life of the panel are desiccants and getters that will be incorporated into the panel and the barrier film. During the fabrication of VIPs, it is impossible to evacuate all of the residual gases from the panel. Desiccants and getters remove both residual gases and those gases that enter through the barrier film and the seal during the service life of the panel. Desiccants remove moisture, and more sophisticated and expensive adsorbents called getters are designed to remove molecules of atmospheric gases. Panels that are required to have long service lives must be f...
Sample 1
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Minimum Performance Requirement. The Master Franchisee acknowledges and agrees that its performance under this Agreement will be measured, in part, by the capacity of IP Telephony provided by the Master Franchisee and its Franchisees during the Agreement Term as a result of the Master Franchisee's efforts in accordance with the Deployment/Performance Schedule set forth in Exhibit D. The Master Franchisee shall be relieved of its responsibilities with respect to the Deployment/Performance requirements in Exhibit D during any period of time in which Franchisor has not met its performance requirement as stated in Exhibit D.
Sample 1

Related to Minimum Performance Requirement

  • SYSTEM PERFORMANCE REQUIREMENTS Certain functions of the Platform are subject to the service level agreement described in the Agreement. The following additional terms apply to Electronic Communication Services (as defined below). Such terms control in the event of a conflict with the terms of the Agreement. 1. These terms apply only to NCR Voyix’s provision of electronic communication services, such as NCR Voyix Pulse Real Time Text Paging, certain NCR Voyix online ordering functionalities and NCR Voyix Consumer Marketing (collectively, “Communication Services”). The Communication Services may enable you to send communications to your patrons, end-users or other recipients (collectively, “Recipients”), including e-mails, text messages or other electronic messages (collectively, “Communications”). Communications may be routed through wireless or mobile carriers, internet service providers or other communication service providers (each, a “CSP”). 2. You are entirely responsible for your use of the Communication Services, including, but not limited to: (a) proper account setup and configuration settings; (b) obtaining consents or opt-ins from Recipients to receive Communications; (c) compliance with requests to opt-out or unsubscribe from Communications; (d) providing all required disclosures; and (e) use of valid phone numbers, e-mail addresses or other communications identifiers as appropriate for the particular type of Communication. You are responsible for compliance with (i) all laws, rules, regulations and ordinances (including, without limitation, the Telephone Consumer Protection Act, the Federal Trade Commission Act, and the CAN-SPAM Act) and (ii) all industry standards and CSP requirements and policies (including, without limitation, all “S.H.A.F.T” rules and similar standards), in each case, as applicable to your use of the Communication Services or the conduct of your business (collectively, “Applicable Legal Requirements”). You will not use the Communication Services in violation of Applicable Legal Requirements or to engage in any illegal or unethical activity. You are solely responsible for the content and accuracy of your Communications and any products or services offered for sale therein. You will not send any misleading, inaccurate, threatening, libelous, obscene, harassing, or offensive Communication. If NCR Voyix provides images or other materials as part of the Communication Services, you may only use them for your permitted use of the Communication Services. Further, you may not use any third-party or purchased e-mail list(s) in connection with the Communication Services. NCR Voyix may immediately suspend or terminate your use of the Communication Services if you breach any obligation under this Section. You agree to immediately report any violation of this Section to NCR Voyix and provide cooperation, as requested by NCR Voyix, to investigate and/or remedy that violation. You are responsible for any and all charges (including, but not limited to, fees associated with text or email messaging) imposed by your CSP. Message and data rates may apply. Such charges include those from your mobile carrier or other CSP. 3. Communications may not be encrypted, so you should use appropriate care when determining the content of any Communications. Delivery and receipt of Communications may be delayed or impacted by technical or other issues with CSPs or other third parties or due to other reasons outside of NCR Voyix’s control. NCR Voyix will not be liable for any losses or damages arising from the disclosure of any Communication to any third party or the non-delivery, delayed delivery, misdirected delivery or mishandling of, or inaccurate content in, any Communication sent via the Communication Services. 4. You will indemnify, defend and hold harmless NCR Voyix and its affiliates, suppliers, agents and representatives against any and all claims, losses, costs, fines, fees, liabilities or obligations arising from: (a) your use of the Communication Services or the conduct of your business; or (b) your violation of Applicable Legal Requirements. The indemnified parties hereunder are intended third-party beneficiaries of this Section.

  • Performance Requirements A. There is no guaranteed minimum amount of work which will be ordered under this Contract. B. The total Contract amount will not exceed $4,900,000. C. This is a Contract for work specified in individual Job Orders. Work ordered prior to but not completed by the expiration of the Contract period, and any additional work required as a result of unforeseen conditions encountered during construction up to six (6) months after the contract expiration date, will be completed with all provisions of this Contract still in force. Performance time for each Job Order issued under this Contract will be determined in accordance with the Contract. This performance time will be determined and agreed upon by both Parties for each individual Job Order. Contractor must self-perform 20% of the Work under this Contract for ‘A’ and ‘B’ licenses. Contractor must self-perform 75% of the Work under this Contract, unless otherwise approved by the County, for ‘C’ licenses. D. This is an indefinite-quantity Contract for the supplies or services specified and effective for the period stated. Work or performance shall be made only as authorized by Job Orders issued in accordance with the ordering procedures clause. The Contractor agrees to furnish to the County when and if ordered, the supplies or services specified in the Contract up to and including the quantity designated in the Job Orders issued as the maximum designated in the Contract.

  • Service Requirement Except as otherwise provided in Section 6(e) of the Plan or Section 2 of this Agreement, this Option may be exercised only while you continue to provide Service to the Company or any Affiliate, and only if you have continuously provided such Service since the Grant Date of this Option.

  • Minimum Balance Requirements To be a member and maintain Accounts with Us You must purchase 1 share in the Credit Union. The par value of a share in this Credit Union is $5.00. If the balance in Your primary share Account drops below 1 share ($5.00), at any time, We may, at Our option, close Your Account. Nonsufficient Funds Returns. Any share draft or pre-authorized transfer, or transaction made through the use of a debit card, or other electronic means, as is applicable (including any in-person transaction), that is presented to Us for payment on Your Account when Your Account lacks sufficient collected funds to pay any such item may, at Our option, be returned for nonsufficient funds or We may honor any such item and charge You a fee for doing so. Overdraft Balance Calculation. When processing transactions that debit or credit Your Account, We start each Business Day with Your final Account balance from the preceding Business Day. The final balance takes into account all of the debit and credit transactions that were settled that Business Day pursuant to Our Funds Availability Policy, as well as any other debits or credits to Your Account that were finally settled that day, as described above in the "Deposit of Items" and "Collection and Processing of Items" sections of the Account Agreement. This starting balance at the beginning of a Business Day (the preceding Business Day's final balance) is sometimes referred to as Your "actual balance."

  • Service Requirements Grantee shall:

  • Performance Levels (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 6.6. (b) If the Operator does not comply with the Operator Performance Level then the Operator must pay to Aurizon Network the amount determined in accordance with Schedule 5 as part of the invoice issued by Aurizon Network for charges for the Billing Period immediately following Aurizon Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to Aurizon Network within fourteen (14) days after receipt of a Tax Invoice from Aurizon Network. (c) If Aurizon Network does not comply with the Aurizon Network Performance Level then Aurizon Network will credit to the Operator the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by Aurizon Network for Access Charges and other charges for the Billing Period immediately following the Operator becoming entitled to that amount. Where there is no next Billing Period, Aurizon Network must pay such amount to the Operator within fourteen (14) days after receipt of a Tax Invoice from the Operator. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may, but only with the written consent of the relevant End User, agree on varied Performance Levels and any associated variations to the Agreement including [the Base Access Charges and]

  • Prohibition of Performance Requirements 1. The provisions of the Agreement on Trade-Related Investment Measures in Annex 1A to the WTO Agreement (TRIMs), which are not specifically mentioned in or modified by this Agreement, shall apply, mutatis mutandis, to this Agreement. 2. Member States shall undertake joint assessment on performance requirements no later than 2 years from the date of entry into force of this Agreement. The aim of such assessment shall include reviewing existing performance requirements and considering the need for additional commitments under this Article.

  • Registry Performance Specifications Registry Performance Specifications for operation of the TLD will be as set forth in Specification 10 attached hereto (“Specification 10”). Registry Operator shall comply with such Performance Specifications and, for a period of at least one (1) year, shall keep technical and operational records sufficient to evidence compliance with such specifications for each calendar year during the Term.

  • Minimum Purchase Requirements Distributor shall make the minimum annual purchase of Products established in Exhibit B, unless the Agreement has become coexclusive. In the period within the fixed term and extension, if applicable, of the Agreement under Section 10(a) subsequent to [ * ], the parties shall meet in San Francisco at least [ * ] prior to the beginning of each of respective year to discuss market conditions and appropriate minimum purchases for such year. In the event that the parties fail to agree on an appropriate minimum any year subsequent to [ * ], the minimum annual purchase requirement for such year shall be calculated increasing or decreasing (as the case may be) the minimum purchase requirement for the preceding year in proportion to the increase or decrease in the [ * ] (based on data from mutually acceptable data provider) of the applicable product in the Territory. In the event Supplier is unable to deliver Products ordered by Distributor in an amount consistent with the most recent forecast, then the minimum annual purchase requirement shall be reduced by the quantity of Products that Supplier is unable to deliver when requested. In the event Distributor fails in any year (a “Shortfall Year”) to make the annual minimum purchase of Agreement Products required by Exhibit B, Supplier shall have the right to give Distributor written notice of default, and if such failure to make the minimum purchase is not cured (through the purchase of an amount of Agreement Product equal to the entire shortfall in the Shortfall Year, which amount shall not be counted towards any minimum purchase requirements for the year of purchase) within [ * ] of receipt of the notice, then Supplier shall have the right, in Supplier’s sole discretion and as Supplier’s sole remedy for Distributor’s failure to meet the minimum purchase requirements hereunder, either to convert the appointment of Distributor from exclusive to non-exclusive or to terminate this Agreement. In the event of either conversion to non-exclusive or termination of this Agreement pursuant to this Section 3(e), the Supplier shall pay Distributor a conversion fee equal to [ * ], and Distributor shall transfer all Regulatory Approvals relating to BMS or DES in the Territory to Supplier.

  • Ongoing Performance Measures The Department intends to use performance-reporting tools in order to measure the performance of Contractor(s). These tools will include the Contractor Performance Survey (Exhibit G), to be completed by Customers on a quarterly basis. Such measures will allow the Department to better track Vendor performance through the term of the Contract(s) and ensure that Contractor(s) consistently provide quality services to the State and its Customers. The Department reserves the right to modify the Contractor Performance Survey document and introduce additional performance-reporting tools as they are developed, including online tools (e.g. tools within MFMP or on the Department's website).

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