Common use of Minimum Service Levels Clause in Contracts

Minimum Service Levels. In consideration of the capital expenditures that will be incurred by Encoding in connection with this Agreement, which are described in Section 7.1. below, Valley [*] that Encoding will receive revenues from the Sampling Service of at least [*] during each three month period (an "Installment Period") during the first twelve (12) months after the Sampling Service becomes operational (the "Guaranteed Period") for a total guaranteed payment of at least [*]. If Encoding does not receive revenues from the Sampling Service of at least [*] during each Installment Period during the Guaranteed Period, Valley will make a payment to Encoding (each, a "Guaranteed Payment") within thirty (30) Days of the conclusion of applicable Installment Period equal to the difference between [*] and the amount of revenues actually received by Encoding from the Sampling Service during the applicable Installment Period (the "Sampling Service Revenue"); provided, however, that Encoding will not be entitled to receive the Guaranteed Payment if (a) the Sampling Service is not operational on or before [*] if Valley has provided the Priority CDs (as defined below) within 30 days of the Effective Date,or [*], which is incorporated herein by this reference; provided, further, that Valley shall not be obligated to make a Guaranteed Payment for a particular Installment Period if Encoding has received an average of [*] from Guaranteed Payments and Sampling Service Revenue and all Guaranteed Payments for the Installment Period in question and each preceding Installment Period. For purposes of this Section 6, the Sampling Service will become "operational" when Encoding has created Song Files and Song Clips for the [*] Loaned CDs designated as "Priority CDs" within 30 days of the Effective Date. For the purposes of this Section 6, all references to "revenue" shall be revenue calculated in accordance with U.S. GAAP.

Minimum Service Levels. In consideration of the capital expenditures that ---------------------- will be incurred by Encoding in connection with this Agreement, which are described in Section 7.1. below, Valley [*] that Encoding will receive revenues from the Sampling Service of at least [*] during each three month period (an "Installment Period") during the first twelve (12) months after the Sampling ------------------- Service becomes operational (the "Guaranteed Period") for a total guaranteed ----------------- payment of at least [*]. If Encoding does not receive revenues from the Sampling Service of at least [*] during each Installment Period during the Guaranteed Period, Valley will make a payment to Encoding (each, a "Guaranteed Payment") ------------------ within thirty (30) Days of the conclusion of applicable Installment Period equal to the difference between [*] and the amount of revenues actually received by Encoding from the Sampling Service during the applicable Installment Period (the "Sampling Service Revenue"); provided, however, that Encoding will not be entitled to receive the Guaranteed Payment if (a) the Sampling Service is not operational on or before [*] if Valley has provided the Priority CDs (as defined below) within 30 days of the Effective Date,, or [*], which is incorporated herein by this reference; provided, further, that Valley shall not be obligated to make a Guaranteed Payment for a particular Installment Period if Encoding has received an average of [*] from Guaranteed Payments and Sampling Service Revenue and all Guaranteed Payments for the Installment Period in question and each preceding Installment Period. For purposes of this Section 6, the Sampling Service will become "operational" when Encoding has created Song Files and Song Clips for the [*] Loaned CDs designated as "Priority CDs" within 30 days of the Effective Date. For the purposes of this Section 6, all references to "revenue" shall be revenue calculated in accordance with U.S. GAAP.

Minimum Service Levels. In consideration of the capital expenditures that ---------------------- will be incurred by Encoding Loudeye in connection with this Agreement, which are described in Section 7.1. below, Valley [*] that Encoding Loudeye will receive revenues from the Sampling Service of at least [*] during each three month period (an "Installment Period") during the first twelve (12) months after ------------------ the Sampling Service becomes operational (the "Guaranteed Period") for a ----------------- total guaranteed payment of at least [*]. If Encoding Loudeye does not receive revenues from the Sampling Service Revenues of at least [*] during each Installment Period during the Guaranteed Period, Valley will make a payment to Encoding Loudeye (each, a "Guaranteed Payment") within thirty (30) Days of the conclusion of the ------------------ applicable Installment Period equal to the difference between [*] and the amount of revenues actually received by Encoding Loudeye from licensing or sale of the Sampling Service during the applicable Installment Period together with any amounts actually received by Loudeye pursuant to Section 7.4 (cumulatively, the "Sampling Service Revenue"); provided, however, that Encoding Loudeye will not be ------------------------ entitled to receive the Guaranteed Payment if Valley delivered the first [*] in accordance with the [*] set forth on Exhibit G hereto, in each case --------- together with [*] which, at the time of delivery of the [*], were correct in all elements necessary so that at least [*] of such [*] will pass through [*] without interruption due to [*], and (a) the Sampling Service is not operational on or before [*] if Valley has provided the Priority CDs and, or (as defined belowb) within 30 days of the Effective Date,or [*], which is incorporated herein by this reference; provided, further, that Valley shall not be obligated to make a Guaranteed Payment for a particular Installment Period if Encoding Loudeye has received an average of [*] or more from Guaranteed Payments and Sampling Service Revenue during each of the preceding Installment Periods and all Guaranteed Payments for the Installment Period in question and each preceding Installment Periodquestion. For purposes of this Section 6, the Sampling Service will become "operational" when Encoding Loudeye has created Song Files and Song Clips for that number of [*] equal to the [*]. The PIF Accuracy Percentage shall be the [*], measured on all delivery dates set forth in Exhibit H on and after March 17, 2000 with respect to the [*] Loaned CDs designated delivered as "Priority CDs" within 30 days of the Effective Date--------- those delivery dates. For the purposes of this Section 6, all references to "revenue" shall be revenue calculated in accordance with U.S. GAAP.GAAP at the time the Guaranteed Payment would be due. [*] Confidential Treatment Request

Minimum Service Levels. In consideration of the capital expenditures that ---------------------- will be incurred by Encoding Loudeye in connection with this Agreement, which are described in Section 7.1. below, Valley [*] that Encoding Loudeye will receive revenues from the Sampling Service of at least [*] during each three month period (an "Installment Period") during the first twelve (12) months after ------------------ the Sampling Service becomes operational (the "Guaranteed Period") for a ----------------- total guaranteed payment of at least [*]. If Encoding Loudeye does not receive revenues from the Sampling Service Revenues of at least [*] during each Installment Period during the Guaranteed Period, Valley will make a payment to Encoding Loudeye (each, a "Guaranteed Payment") within thirty (30) Days of the conclusion of the ------------------ applicable Installment Period equal to the difference between [*] and the amount of revenues actually received by Encoding Loudeye from licensing or sale of the Sampling Service during the applicable Installment Period together with any amounts actually received by Loudeye pursuant to Section 7.4 (cumulatively, the "Sampling Service Revenue"); provided, however, that Encoding Loudeye will not be ------------------------ entitled to receive the Guaranteed Payment if Valley delivered the first [*] Loaned CDs in accordance with the delivery schedule set forth on Exhibit G --------- hereto, in each case together with corresponding entries in the Product Information File (as supplemented by PIF Updates) which, at the time of delivery of the Loaned CDs, were correct in all elements necessary so that at least [*] of such Loaned CDs will pass through Loudeye's production system without interruption due to inaccuracies in the Product Information File, and (a) the Sampling Service is not operational on or before [*] if Valley has provided the Priority CDs and, or (as defined belowb) within 30 days of the Effective Date,or [*], ] which is incorporated herein by this reference; provided, further, that Valley shall not be obligated to make a Guaranteed Payment for a particular Installment Period if Encoding Loudeye has received an average of [*] from Guaranteed Payments and Sampling Service Revenue during each of the preceding Installment Periods and all Guaranteed Payments for the Installment Period in question and each preceding Installment Periodquestion. For purposes of this Section 6, the Sampling Service will become "operational" when Encoding Loudeye has created Song Files and Song Clips for that number of Loaned CDs equal to the same percentage of [*] Loaned CDs designated as "Priority CDs" within 30 days of the Effective Date]. For the purposes of this Section 6, all references to "revenue" shall be revenue calculated in accordance with U.S. GAAPGAAP at the time the Guaranteed Payment would be due. [*] Certain Information in this Exhibit has been omitted and filed separately with the Securities and Exchange Commission pursuant to a confidential treatment request.