MINIMUM SALES LEVELS Sample Clauses

MINIMUM SALES LEVELS. If sales for the first or second twelve (12)-month period following Product Release Date are equal to or below the Minimum Sales Level (set forth in the table below) for that period, CMI shall pay to LFP a fee (the "Minimum Fee") calculated as set forth below. The Minimum Fee is calculated based on [confidential treatment requested] which would have been payable to LFP if the Minimum Sales Level for such period had been achieved. The Minimum Fee will be calculated based on the actual [confidential treatment requested] for Products. The Minimum Sales Level will be calculated, and the Minimum Fee paid, for each market segment set forth below, for the significant Market segments that CMI has exclusive rights to, including the United States. The Minimum Fee will be paid within forty-five (45) days of the end of each twelve (12)-month period. Set forth below are the agreed Minimum Sales Level of Instruments for year one (1) and two (2) after the Product Release Date and an example of the Minimum Fee calculations. The Minimum Fee will be adjusted if significant structural, legal, regulatory, time to market acceptance, or other major changes, out of the control of LFP or CMI, occur in the market opportunity for any market segment. Additionally, the Minimum Fee will also be adjusted for major changes that are within the control of LFP, but not within the control of CMI (e.g., the Instruments are back-ordered which prevents meeting sales objectives). Except for instrument forecast and the minimum instrument numbers; all other inputs are based on actual experience.
Sample 1
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MINIMUM SALES LEVELS. The first bona fide shipment of Mens Footwear to a customer of Licensee shall occur no later than February 28, 1997. In addition, during each Annual Period, Licensee shall be required to meet the following Minimum Sales Levels of Mens Footwear: Minimum Sales Annual Period Level of Mens Footwear First $ 7,000,000* Second $13,000,000 Third $44,600,000 Fourth $48,300,000 Fifth $53,100,000 Sixth $53,100,000 Seventh $53,100,000 Eighth $53,100,000 *In the event that Licensee commences shipment of Licensed Products prior to October 15, 1996, the Minimum Sales Level for the First Annual Period shall be increased by $583,333.33 for each month or part thereof from the date of first shipment to October 15, 1996. The first bona fide shipment of Womens Footwear to a customer of Licensee shall occur no later than September 30, 1998. For purposes of the license granted hereunder for Womens Footwear, the Minimum Sales Level, Net Sales and corresponding payments associated therewith, shall be accumulated for the Second and Third Annual Periods. In addition, during each Annual Period, Licensee shall be required to meet the following minimum levels of Net Sales of Womens Footwear: Annual Period Minimum Sales Level For Womens Footwear Second and Third $ 40,000,000 Fourth $ 60,000,000 Fifth $ 75,000,000 Sixth $ 90,000,000 Seventh $105,000,000 Eighth $120,000,000 The Minimum Sales Level for each Annual Period, commencing with the Third Annual Period and thereafter, shall be the greater of the amounts set forth above for such Annual Periods and eighty (80%) percent of the actual Net Sales for the immediately preceding Annual Period. In no event may the Minimum Sales Level for any Annual Period be less than Minimum Sales Level for the immediately preceding Annual Period.
Sample 1
MINIMUM SALES LEVELS. During each Annual Period, Licensee shall achieve the Minimum Sales Level for such Annual Period set forth in Exhibit F. The Minimum Sales Level for each Annual Period shall be the greater of the amount set forth in Exhibit F for such Annual Period or * Net Sales for the immediately preceding Annual Period. In no event may the Minimum Sales Level for any Annual Period be less than the Minimum Sales Level for the immediately preceding Annual Period. The Minimum Sales Level for each Annual Period during any Extension Term, if applicable, shall be the greater of * . Prior to the commencement of an Extension Term, if any, the parties shall discuss in good faith adjusting the Minimum Sales Levels set forth herein, in the event that there has been a significant decline in the opportunity to sell the Licensed Products.
Sample 1
MINIMUM SALES LEVELS. CONFIDENTIAL PORTION OF THIS EXHIBIT OMITTED AND FILED SEPARATELY WITH THE SEC PURSUANT TO RULE 24b-2 OF THE 1934 ACT
Sample 1
MINIMUM SALES LEVELS. During each Annual Period, Licensee must achieve the following Minimum Sales Levels of Licensed Products: *** ***
Sample 1
MINIMUM SALES LEVELS. During each Annual Period, Licensee must achieve the following Minimum Sales Levels: Annual Period Minimum Sales Level ------------- ------------------- First * Second * Third * Fourth * Fifth * The Minimum Sales Level for each Annual Period must be the greater of (a) the amounts set forth above for such Annual Period, if any, and (b) * of the actual Net Sales for the immediately preceding Annual Period. In no event may the Minimum Sales Level for any Annual Period be less than the Minimum Sales Level for the immediately preceding Annual Period.
Sample 1
MINIMUM SALES LEVELS. 6.1 Distributor shall not be required to purchase any minimum dollar amount of Products in the first year following the date of this Agreement. Thereafter, this Agreement will terminate if Distributor has not purchased a minimum of $15,000 of Products by the end of each one-year anniversary of this Agreement. 6.2 Distributor shall advise Manufacturer as to any applicable requirements in the Territory for the packaging of the Products. In no event may Distributor make any change, addition or modification in or to the packaging of any Product without Manufacturer's prior written consent. The Products shall have the weight, size and measurements normally used in the United States of America or those that Manufacturer may establish. 6.3 The Distributor shall advise Manufacturer as to any applicable requirements in the Territory for the labeling of the Products. In no event may the Distributor make any change, addition or modification in or to the labeling of any Product without Manufacturer's prior written consent. The Distributor shall comply with any and all requirements of Territory law in respect of the labeling of the Products, taking into consideration that the Distributor's name, unless expressly required by Territory regulations, shall not have a more prominent exposure in location, color and size than Manufacturer's Trademarks or names. Manufacturer shall sell its Products with English labels, or if otherwise agreed, English and labels in such language as is required in the Territory, but all costs and expenses incurred in translating the Products' labels into any language other than English, as well as any other costs and expenses related to any additional label require to be affixed to the Products or inserted into the packages of the Products by the Authorities (as defined hereinbelow), shall be exclusively borne and paid by Distributor. Distributor will not relabel the Products other than translation and overlabel except with the express prior written consent of Manufacturer. Distributor shall assume all responsibility and liability for any claims by the Authorities or by any other official agency and/or by any party regarding or resulting from improper or unlawful labeling and any damages resulting therefrom. Distributor shall submit for Manufacturer's written approval all labels (with their respective English translations) designed in accordance with Manufacturer's guidelines. No changes in labels once approved by Manufacturer will be made unles...
Sample 1
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MINIMUM SALES LEVELS. During each Annual Period, Licensee must achieve all of the following Minimum Sales Levels: MINIMUM SALES LEVELS -------------------- ------------------------------------------------------------------ Annual Period Wholesale (Yen) Retail (Yen) Total (Yen) ------------- --------------- ------------ ----------- ------------------------------------------------------------------ * * * 1/1/01 - 12/31/01 ------------------------------------------------------------------ * * * 1/1/02 - 12/31/02 ------------------------------------------------------------------ * * * 1/1/03 - 12/31/03 ------------------------------------------------------------------ 1/1/04 - 12/31/04 * * * ------------------------------------------------------------------ ___________________________ /*/ This information, which has been filed separately with the Securities and Exchange Commission, has been omitted and is the subject of a request made to the Commission for confidential treatment. ------------------------------------------------------------------ * * * 1/1/05 - 12/31/05 ------------------------------------------------------------------ Each Total Minimum Sales Level for each Annual Period must be the greater of (a) the amounts set forth above for such Annual Period, and (b) * percent of the actual Net Sales for the immediately preceding Annual Period. Each Wholesale and Retail Minimum Sales Level for each Annual Period must be the greater of (a) the amounts set forth above for such Annual Period, and (b) * percent of the actual applicable Net Sales for the immediately preceding Annual Period. In no event may the Minimum Sales Level for any Annual Period be less than the Minimum Sales Level for the immediately preceding Annual Period. For example, assuming that Wholesale Net Sales in the first Annual Period are JPY*, Retail Net Sales in the first Annual Period JPY*, and Total Net sales are JPY*, then for the second Annual Period the Minimum Sales Level would be JPY* (JPY* x *% = JPY* which is greater than JPY*), the Wholesale Minimum Sales Level would remain at JPY* (JPY* x *% = JPY* which is less than the stated minimum) and the Retail Minimum Sales Level would be JPY* (JPY* x *% = JPY* which is greater than JPY*). Licensee will not be in default of this Agreement the first * times in any consecutive * Annual Periods that it fails to meet the total Wholesale Minimum Sales Level, provided that Licensee pays the Guaranteed Minimum Royalty for such Annual Period. Similarly, Licensee wi...
Sample 1

Related to MINIMUM SALES LEVELS

  • Minimum EBITDA Section 9.23(c) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

  • Sales Milestones (a) As to each Therapeutic Product, SANOFI-AVENTIS shall pay MERRIMACK up to a total of Sixty Million Dollars (US$60,000,000) upon the first achievement of the following Net Sales milestones, on a Therapeutic Product-by-Therapeutic Product basis: (i) Total Worldwide Net Sales for such Therapeutic Product exceed $[**] in any four (4) consecutive calendar quarters $ [**] (ii) Total Worldwide Net Sales for such Therapeutic Product exceed $[**] in any four (4) consecutive calendar quarters $ [**] (iii) Total Worldwide Net Sales for Therapeutic Product exceed $[**] in any four (4) consecutive calendar quarters $ [**] (b) Each milestone payment set forth in Section 8.4(a) shall be payable by SANOFI-AVENTIS upon the achievement of the related milestone event by SANOFI-AVENTIS and its Affiliates or sublicensees, and SANOFI-AVENTIS shall provide notice to MERRIMACK promptly upon achievement of such milestone event. SANOFI-AVENTIS shall pay MERRIMACK each such milestone payment within [**] days of such achievement of the related milestone event. (c) For purposes of clarity, more than one of the Net Sales milestones set forth above may be earned in the same four (4) consecutive calendar quarter period with respect to a Therapeutic Product. For example, if total worldwide Net Sales with respect to a given Therapeutic Product have not achieved any of the lower sales milestone thresholds set forth in clause (i) or (ii) of Section 8.3(a) above in any previous four (4) consecutive calendar quarter period, but total worldwide Net Sales with respect to such Therapeutic Product exceed $[**] in a subsequent four (4) consecutive calendar quarter period, then all three milestone payments, totaling $60 Million, payable upon achievement of the sales milestone thresholds set forth in clause (i), (ii) and (iii) of Section 8.3(a) above shall become payable to MERRIMACK hereunder.

  • 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 5.6. (b) If the Operator does not comply with the Operator Performance Level then the Access Holder must pay to QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by QR Network for Access Charges and other charges for the Billing Period immediately following QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to QR Network within fourteen (14) days after receipt of a Tax Invoice from QR Network. (c) If QR Network does not comply with the QR Network Performance Level then QR Network will credit to the Access Holder the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by QR Network for Access Charges and other charges for the Billing Period immediately following the Access Holder becoming entitled to that amount. Where there is no next Billing Period, QR Network must pay such amount to the Access Holder within fourteen (14) days after receipt of a Tax Invoice from the Access Holder. (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 agree on varied Performance Levels and any associated variations to the Agreement including the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations, then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Access Holder and/or the Operator (i) does not comply in any material respect with the Train Service Description; and (ii) the Access Holder fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Access Holder will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Access Holder, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Access Holder for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non-compliance to the extent that the non-compliance was attributable to a Railway Operator (other than the Access Holder) or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Access Holder shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

  • MINIMUM ORDER QUANTITY The State makes no commitment to purchase any minimum or maximum quantity, or dollar volume of products from the selected suppliers. Utilization of this agreement will be on an as needed basis by State Agencies and/or Cooperative Participants, Cities, Counties, Schools K-12, Colleges and Universities. The State will award to multiple suppliers; however, the State reserves the right to purchase like and similar products from other suppliers as necessary to meet operational requirements.

  • Adjustment of Minimum Quarterly Distribution and Target Distribution Levels (a) The Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution, Third Target Distribution, Common Unit Arrearages and Cumulative Common Unit Arrearages shall be proportionately adjusted in the event of any distribution, combination or subdivision (whether effected by a distribution payable in Units or otherwise) of Units or other Partnership Securities in accordance with Section 5.10. In the event of a distribution of Available Cash that is deemed to be from Capital Surplus, the then applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, shall be adjusted proportionately downward to equal the product obtained by multiplying the otherwise applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, as the case may be, by a fraction of which the numerator is the Unrecovered Capital of the Common Units immediately after giving effect to such distribution and of which the denominator is the Unrecovered Capital of the Common Units immediately prior to giving effect to such distribution. (b) The Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, shall also be subject to adjustment pursuant to Section 6.9.

  • Minimum Salaries 12.1 The minimum base salary for all Bargaining Unit members shall be as follows: 12.2 The minima defined in this Article shall apply to AAUP-represented adjuncts on a pro-rated basis proportional to their percent of full- time.

  • Minimum Revenue Borrower and its Subsidiaries shall have Revenue from sales, marketing or distribution of the Product and related services (for each respective measured period, the “Minimum Required Revenue”): (a) during the twenty-four month period beginning on January 1, 2015, of at least $45,000,000; (b) during the twenty-four month period beginning on January 1, 2016, of at least $80,000,000; (c) during the twenty-four month period beginning on January 1, 2017, of at least $110,000,000; and (d) during the twenty-four month period beginning on January 1, 2018, of at least $120,000,000; and (e) during the twenty-four month period beginning on January 1, 2019, of at least $120,000,000.

  • Minimum Adjusted EBITDA Borrower shall maintain a minimum trailing six-month Adjusted EBITDA minus dividend distributions (other than tax distributions), as of such test date, of at least the greater of (a) $75,000,000 and (b) an amount equal to 75% of the trailing six-month Adjusted EBITDA minus dividend distributions (other than tax distributions), for the immediately preceding six-month period, tested semi-annually, commencing September 30, 2024, and continuing on each subsequent March 31 and September 30.

  • 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 Annual Royalty Beginning in the calendar year after the first occurrence of SALEs, and in each succeeding calendar year thereafter, LICENSEE will pay to REGENTS a minimum annual royalty of [Written amount] U.S. Dollars ($ Number) for the life of this AGREEMENT. This minimum annual royalty will be paid to REGENTS by February 28 of each year and will be credited against the earned royalty due and owing for the calendar year in which the minimum payment is made.

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