Minimum Purchases. Distributor agree that, in order for Distributor to maintain its rights granted herein, Distributor shall be required to satisfy the minimum purchase requirements set forth in Schedule B (Minimum Purchase Requirements of Distributor) attached hereto and made a part hereof.
Minimum Purchases. 8.1 The minimum purchases to be made by Dealer during each twelve (12) month period of the Term of this Agreement, commencing with the second (2nd) twelve (12) month period of the Term, are as follows:
(a) Accepted orders for one thousand (1,000) units during the second calendar year of the Term.
(b) Accepted orders for one thousand two hundred fifty (1,250) units during the third calendar year of the Term.
(c) Thereafter, the minimum number of accepted orders shall increase by five (5) percent per each calendar year.
8.2 Either party shall be entitled to terminate this Agreement as provided in Article 11 in the event that the quantity of Products ordered from Dealer in Territory has not reached the target as set forth above, during each period.
8.3 Corporation's Products shall not constitute less than five percent (7%) of the total annual sales of the Dealer during each year of the Term beginning in the second year.
Minimum Purchases. 5.1 At a minimum, Distributor will submit binding orders to the Corporation for Products, as set forth on the attached Exhibits B and C.
Minimum Purchases. Distributor shall purchase a sufficient amount of Products from Developer so as to meet or exceed the minimum purchase requirements set forth below, provided, however; that purchases of Products in excess of the minimum purchase requirement set forth below for any period shall be credited towards the minimum purchase requirements set forth below for subsequent periods. For the purposes of this provision, a "purchase" of Products within specified time period shall mean paying Developer for such Products on or before the last day of such period. Year 1: Xxxxx Spinal Needles Year 2: Xxxxx Spinal Needles Year 3: Xxxxx Spinal Needles
Minimum Purchases. Exhibit C sets forth the minimum quantity of ForeCYTE Products that must be purchased by Distributor on or before the dates and at the prices set forth in Exhibit C.
Minimum Purchases. The minimum order quantity shall be one unit of Product, unless otherwise stated in the VSHA. Nortel Networks shall have no obligation to purchase any Products from Flextronics, other than as set out in Section 1.3.
Minimum Purchases. (i) Following the [*] of the First Commercial Sale in any country within the E.U. of an Initial Product following receipt of E.U. Regulatory Approval, Ethicon agrees to purchase from Focal the following minimum unit quantities of Product per year for the term of this Agreement:
(A) [*] of Product, if only one Initial Product has received Regulatory Approval in the Territory and such Regulatory Approval is for a single indication, or
(B) [*] of Product, if one Initial Product has received Regulatory Approval in the Territory for more than one indication, or if more than one Initial Product has received Regulatory Approval in the Territory.
(ii) Ethicon shall not be considered as having failed to meet the purchase minimums (A) in the event such failure is a result of Focal's failure to supply a Product under this Agreement, (B) in the event of a recall or government initiated action with respect to a Product or (C) in the event that Ethicon fails to meet the purchase minimum as set forth in this Section 7(e) for an Initial Product in a given year but pays Focal during such year an amount equal to the product of the Purchase Price for such Initial Product multiplied by (M-A), where M is the minimum unit quantity of such Initial Product that Ethicon is obligated to purchase from Focal during such year and A is the number of units of such Initial Product that Ethicon actually purchased from Focal during such year.
(iii) In the event that Ethicon does not meet the applicable annual purchase minimums set forth in this Section in any calendar year commencing after the [*] anniversary referred to in subsection (i) above, then Focal's sole and exclusive remedy shall be [*] (it being specifically understood that such failure to meet the * Confidential treatment has been requested for marked portion annual purchase minimums shall not be considered to be an Event of Default under this Agreement).
Minimum Purchases. 8.1 The minimum purchases orders to be placed by Distributor during each calendar year period during the term of this Agreement, commencing with the 2011 year, are as follows:
(a) During the year of 2011 - purchase orders for two hundred fifty (250) controllers of the Suntracker units.
(b) During the year of 2012 - purchase orders for Three hundred fifty (350) controllers of the Suntracker units.
(c) During any calendar year thereafter, the minimum number of purchase orders shall increase by five (5) percent per each calendar year.
8.2 Either party shall be entitled to terminate this Agreement as provided in Article 11 in the event that the quantity of Products ordered from Corporation by Distributor in Territory has not reached the target as set forth above (subject to the provisions of Article 8.3 below), during each period, provided that any such termination shall be effected by a written notice of sixty (60) days, to be delivered to the other party, within thirty (30) days after the expiration of the relevant calendar year, as aforesaid.
8.3 It is further agreed and understood that any orders for Products from the Corporation, in excess of the relevant minimum purchase quantities set forth above, shall be carried over to the following period/s and shall be taken into account for the purpose of computing the relevant minimum purchase quantities ordered from the Corporation during any such subsequent period/s. Any quantity which is carried over to a subsequent period, as aforesaid, shall be also taken into account in calculating orders of Products in excess of the minimum purchase quantities during such period, for the purposes of this Sub-Article but such amount may only be carried forward for one subsequent period and not more. Ciralight Global, Inc. International Distribution Agreement
8.4 For the sake of clarity, in the event of failure of Distributor to comply with the minimum purchase quantities set forth above resulting from any act, omission or breach of this Agreement by Corporation, Corporation shall not be entitled to terminate this Agreement.
8.5 For the sake of clarity, it is agreed and understood that the Corporation shall not be entitled to any damages and/or compensation whatsoever, in the event that the Distributor fails to purchase the minimum purchase quantities pursuant to the terms of this Article 8 and that the only remedy available to the Corporation with respect to any such failure is the right to terminate this Agreement in accor...
Minimum Purchases. 6.1. In order to secure and maintain it exclusive rights hereunder, VDM will purchase a minimum number of Dispensers each year, based on the date of binding purchase orders, from INN or an entity designated by INN, as follows: Inception through Dec. 31, 2006 40,000 40,000 Calendar 2007 75,000 115,000 Calendar 2008 115,000 230,000 Calendar 2009 and thereafter 5% increase over prior calendar year minimum Prior year minimum plus current Time Period minimum
6.2. If VDM fails to meet the minimum in any calendar year, exclusivity shall not be terminated unless such failure to meet the Aggregate Minimum is not met by the end of the following calendar year. If VDM loses its exclusivity through failure to make minimums, the balance of the term of this Agreement shall be on a non-exclusive basis provided VDM continues to pay all Royalties earned when due and otherwise complies with this Agreement.
6.3. First year minimums shall be accrued from first purchase of dispensers by VDM, which occurs prior to inception (i.e. prior to the start of the Term) of this agreement.
6.4. INN agrees to sell dispenser components to VDM using “most favored nation” pricing, meaning the price will be no lower that INN’s best price offered it’s customers, prior to royalties, and consistent with the provisions of the Master Agreement.
Minimum Purchases. 8.1 The minimum purchases orders to be placed by Distributor during each year during the term of this Agreement, are as follows:
(a) During the initial 12 month term, accepted and paid for orders totaling at least four hundred (400) units.
(b) Accepted and paid for orders for Five Hundred (500) units during the second year of the Term.
(c) Accepted and paid for orders for six hundred (600) units during the third year of the Term.
(d) During each year thereafter, the minimum number of accepted and paid for orders shall be required to increase by five (5%) percent over the immediately preceding year.
8.2 Either party shall be entitled to terminated this agreement as provided herein in the event that the quantity of Products ordered from Corporation by Distributor has not reached the target as set forth above during each period, provided that any such termination shall be effected by a written notice of sixty (60) days, to be delivered to the other party, within thirty (30) days after the expiration of the relevant year, as foresaid.
8.3 For the sake of clarity, it is agreed and understood that the Corporation shall not be entitled to any damages and/or compensation whatsoever, in the event that the Distributor fails to purchase the minimum purchase quantities pursuant to the terms of this Article 8 and that the only remedy available to the Corporation with respect to any such failure is the right to terminate this Agreement in accordance with the terms set forth herein.
