Minimum Purchase Obligations; Inventory Sample Clauses

Minimum Purchase Obligations; Inventory. (a) XXXXXXX shall purchase, no less than the Minimum Number of Units of the Product at the Purchase Price Per Unit during the applicable Time Period (as such terms are defined on Schedule B) (the "MINIMUM PURCHASE OBLIGATIONS"); provided however if DUSA exercises [C.I.] to Brazil during a [C.I.] with respect to Brazil pursuant to Section 8.3(a) and such [C.I.] causes XXXXXXX not to meet its Minimum Purchase Obligations for a Time Period, then (i) the Minimum Purchase Obligations shall be [C.I.] and [C.I.] on which DUSA exercises its right to [C.I.] to Brazil during a [C.I.] with respect to Brazil pursuant to Section 8.3(a), and (ii) [C.I.] on (x) appropriate pro-rata adjustments to the Minimum Purchase Obligations which are to apply to Time Periods during which supply to Brazil has been [C.I.] (including the present Time Period in question), and (y) a plan for the Product in Brazil which may include amendments to this Agreement as necessary and appropriate. Within [C.I.] ([C.I.]) days of the end of each Time Period, the Parties shall review the purchases made by XXXXXXX for the immediately preceding Time Period. If it is determined from the review that XXXXXXX has not met its Minimum Purchase Obligations for such preceding Time Period, XXXXXXX shall immediately [C.I.] DUSA [C.I.] from XXXXXXX for purchases of the number of units meeting the Minimum Purchase Obligations and [C.I.] by DUSA for the number of units of Product purchased during such preceding Time Period [C.I.]. If XXXXXXX fails to meet its Minimum Purchase Requirement for [C.I.] consecutive Time Periods or XXXXXXX [C.I.] with respect to any Time Period, in addition to any other remedies available to DUSA hereunder or under law or in equity, DUSA may, in its sole discretion either: (i) [C.I.] of such Product in such country, provided that DUSA does not waive its right to terminate the Agreement under Section 7.1(a)(ii) even if it [C.I.], or (ii) [C.I.] the Agreement upon giving written notice thereof to XXXXXXX. For purposes of clarity, DUSA retains its [C.I.] Agreement pursuant to Section 7.1(a)(ii) at any time thereafter even if DUSA initially chooses to [C.I.] in the Territory. XXXXXXX shall [C.I.] within [C.I.] ([C.I.]) days of completion of the review in United States dollars via wire transfer, check or other instrument approved by DUSA. Note: Certain portions of this document have been marked "[C.I.]" to indicate that confidential treatment has been requested for this confidential informat...
Sample 1
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Minimum Purchase Obligations; Inventory. (a) D&D shall purchase, [C.I.] the minimum number of units of the Product at the Purchase Price Per Unit [C.I.] (as such terms are defined on Schedule B) (the “Minimum Purchase Obligations”). If D&D fails to meet its Minimum Purchase Obligations for any time periods, [C.I.] hereunder or under law or in equity, DUSA may, [C.I.] (i) [C.I.] of such Product in the Territory, provided that DUSA does not [C.I.] under Section 7.2(a)(ii) even if it [C.I.] or (ii) [C.I.] upon giving written notice thereof to D&D. For purposes of clarity, DUSA [C.I.] pursuant to Section 7.2(a)(ii) [C.I.] after D&D [C.I.] its Minimum Purchase Obligations [C.I.] even if DUSA [C.I.] in the Territory. (b) Inventory. D&D shall, [C.I.] maintain [C.I.] inventory of the Product [C.I.] during the Term of this Agreement as necessary in order to [C.I.] of any customer or potential customer within the Territory.
Sample 1

Related to Minimum Purchase Obligations; Inventory

  • Purchase Obligation An obligation of the Company to repurchase Mortgage Loans under the circumstances and in the manner provided in Section 2.07 or Section 2.08.

  • Repurchase Obligation At any time after the date hereof, the Partnership, the members of the Family Group of a Partner that becomes a Former Partner and the Family Holders that are not members of such Family Group shall collectively have the obligation (the “Repurchase Obligation”) to purchase from any Person who is then a Former Partner all of the Partnership Interests (the “Repurchase Interests”) directly or indirectly owned by such Former Partner immediately prior to the applicable Withdrawal Event, and such Former Partner shall be obligated to sell to the purchasing members of such Family Group, such Family Holders and/or the Partnership, as the case may be, all of such Person’s Repurchase Interests. In order to purchase Repurchase Interests pursuant to the Repurchase Obligation, such Family Group member or Family Holder must be an Authorized Transferee of the Former Partner. The Repurchase Obligation shall be effected as follows: (a) Within ten (10) days after the Partnership’s receipt of a notice from a Former Partner as provided in Section 7.2 or the Partnership’s independent determination that a Withdrawal Event has occurred, the Partnership shall provide written notice (the “Repurchase Notice”) to the Former Partner of (i) the Repurchase Obligation; (ii) the number of Repurchase Interests; and (iii) a Valuation Notice setting forth the Initial Value of the Repurchase Interests. Thereafter, the Purchase Price shall be determined under Section 1.76 of this Agreement. (b) Within ten (10) days after the Starting Date, the Partnership shall notify each member of such Former Partner’s Family Group that is an Authorized Transferee of such Former Partner and each Family Holder that is not a member of such Family Group and is an Authorized Transferee of such Former Partner of (i) the occurrence of the Repurchase Obligation; (ii) the number of Repurchase Interests; (iii) the Purchase Price of the Repurchase Interests; (iv) the interest set forth in Section 7.4; and (v) the Starting Date. (c) Within twenty-five (25) days after the Starting Date, each such member of such Family Group and each such Family Holder shall notify the Partnership of how many, if any, of the Repurchase Interests it elects to purchase. (d) Within thirty-five (35) days after the Starting Date, the Partnership shall provide written notice to each Partner providing notice pursuant to Section 8.6(c) of (i) the allocation of the Repurchase Interests among those Persons pursuant to the terms of Section 8.7; (ii) the number of Repurchase Interests to be purchased by the Partnership pursuant to the terms of Section 8.7; (iii) the time, date and place of Closing, which shall be no sooner than ninety (90) days after the Starting Date and no later than one hundred twenty (120) days after the Starting Date; and (iv) amounts payable to the Former Partner pursuant to Section 7.4. (e) The Repurchase Interests shall be allocated in the manner provided in Section 8.7. (f) Notwithstanding the foregoing provisions of this Section 8.6, a Qualified Entity shall not have a Repurchase Obligation.

  • Capital Lease Obligations With respect to any Person, the obligations of such Person to pay rent or other amounts under any Capitalized Lease.

  • Operating Lease Obligations On the Effective Date, none of the Loan Parties has any Operating Lease Obligations other than the Operating Lease Obligations set forth on Schedule 6.01(q).

  • Lease Obligations Manager shall perform all duties of the landlord under all Leases insofar as such duties relate to operation, maintenance, and day-to-day management. Manager shall also provide or cause to be provided, at Owner’s expense, all services normally provided to tenants of like premises, including where applicable and without limitation, gas, electricity or other utilities required to be furnished to tenants under Leases, normal repairs and maintenance, and cleaning, and janitorial service. Manager shall arrange for and supervise the performance of all installations and improvements in space leased to any tenant that are either expressly required under the terms of the lease of such space or that are customarily provided to tenants.

  • Transactions Involving Collateral Except for inventory sold or accounts collected in the ordinary course of Grantor's business, Grantor shall not sell, offer to sell, or otherwise transfer or dispose of the Collateral. While Grantor is not in default under this Agreement, Grantor may sell inventory, but only in the ordinary course of its business and only to buyers who qualify as a buyer in the ordinary course of business. A sale in the ordinary course of Grantor's business does not include a transfer in partial or total satisfaction of a debt or any bulk sale. Grantor shall not pledge, mortgage, encumber or otherwise permit the Collateral to be subject to any lien, security interest, encumbrance, or charge, other than the security interest provided for in this Agreement, without the prior written consent of Lender. This includes security interests even if junior in right to the security interests granted under this Agreement. Unless waived by Lender, all proceeds from any disposition of the Collateral (for whatever reason) shall be held in trust for Lender and shall not be commingled with any other funds; provided however, this requirement shall not constitute consent by Lender to any sale or other disposition. Upon receipt, Grantor shall immediately deliver any such proceeds to Lender.

  • Capitalized Lease Obligations Sale and Leaseback Transactions, export credit facilities with a maturity of at least one year and Purchase Money Indebtedness of, including Guarantees of any of the foregoing by, the Issuer and/or any Restricted Subsidiary, in an aggregate principal amount at any one time outstanding not to exceed U.S.$1 billion;

  • Unconditional Purchase Obligations Not, and not permit any Subsidiary to, enter into or be a party to any contract for the purchase of materials, supplies or other property or services if such contract requires that payment be made by it regardless of whether delivery is ever made of such materials, supplies or other property or services.

  • Specific Obligations The HSP: will provide to the Funder, or to such other entity as the Funder may direct, in the form and within the time specified by the Funder, the Reports, other than personal health information as defined in the Enabling Legislation, that the Funder requires for the purposes of exercising its powers and duties under this Agreement, the Accountability Agreement, the Enabling Legislation or for the purposes that are prescribed under any Applicable Law; will fulfil the specific reporting requirements set out in Schedule B; will ensure that every Report is complete, accurate, signed on behalf of the HSP by an authorized signing officer where required and provided in a timely manner and in a form satisfactory to the Funder; agrees that every Report submitted to the Funder by or on behalf of the HSP, will be deemed to have been authorized by the HSP for submission. For certainty, nothing in this section 8.1 or in this Agreement restricts or otherwise limits the Funder’s right to access or to require access to personal health information as defined in the Enabling Legislation, in accordance with Applicable Law for purposes of carrying out the Funder’s statutory objects to achieve the purposes of the Enabling Legislation.

  • Subordinated Disposition Fee If the Advisor or an Affiliate provides a substantial amount of the services (as determined by a majority of the Independent Directors) in connection with the Sale of one or more Properties, the Advisor or an Affiliate shall receive a Subordinated Disposition Fee equal to the lesser of (i) one-half of a Competitive Real Estate Commission or (ii) 3% of the sales price of such Property or Properties. The Subordinated Disposition Fee will be paid only if Stockholders have received total Distributions in an amount equal to the sum of their aggregate Invested Capital and their aggregate Stockholders' 8% Return. To the extent that Subordinated Disposition Fees are not paid by the Company on a current basis due to the foregoing limitation, the unpaid fees will be accrued and paid at such time as the subordination conditions have been satisfied. The Subordinated Disposition Fee may be paid in addition to real estate commissions paid to non-Affiliates, provided that the total real estate commissions paid to all Persons by the Company shall not exceed an amount equal to the lesser of (i) 6% of the Contract Sales Price of a Property or (ii) the Competitive Real Estate Commission. In the event this Agreement is terminated prior to such time as the Stockholders have received total Distributions in an amount equal to 100% of Invested Capital plus an amount sufficient to pay the Stockholders' 8% Return through the Termination Date, an appraisal of the Properties then owned by the Company shall be made and the Subordinated Disposition Fee on Properties previously sold will be deemed earned if the Appraised Value of the Properties then owned by the Company plus total Distributions received prior to the Termination Date equals 100% of Invested Capital plus an amount sufficient to pay the Stockholders' 8% Return through the Termination Date. Upon Listing, if the Advisor has accrued but not been paid such Subordinated Disposition Fee, then for purposes of determining whether the subordination conditions have been satisfied, Stockholders will be deemed to have received a Distribution in the amount equal to the product of the total number of Shares outstanding and the average closing price of the Shares over a period, beginning 180 days after Listing, of 30 days during which the Shares are traded.

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