Minimum Volume Commitment. During the term of this Agreement and subject to the terms and conditions of this Agreement (including, without limitation, Section 10 hereof), ALON agrees as follows:
(i) Commencing on the Effective Date, ALON will transport on the Refined Product Pipelines and terminal in the Refined Product Terminals volumes of Refined Products equal to or greater than the minimum volumes per day specified for each Refined Product Pipeline and Refined Product Terminal on Exhibits A and B hereto (collectively, the “Minimum Volume Commitment”).
(ii) Without prejudice to any other remedy available to ALON, if for any period of time ALON is unable to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals the volumes of Refined Products which are required to meet the Minimum Volume Commitment and for which ALON is ready, willing and able to transport or terminal, whether such inability is due to HEP’s operational difficulties, prorationing, difficulties with pipeline connections, or otherwise, then the Minimum Volume Commitment will be reduced for such period of time by the volume of Refined Products that ALON is unable to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals as reasonably determined and communicated by ALON to HEP in writing from time to time during such period.
(iii) The parties acknowledge and agree that all volumes of Refined Products and Other Products transported or stored in the Refined Product Pipelines, the Refined Product Terminals and/or the related assets transferred to HEP pursuant to the Contribution Agreement (the “Transferred Assets”), whether transported or stored for or on behalf of ALON or any other party, shall apply toward satisfaction of the Minimum Volume Commitment.
(iv) The Minimum Volume Commitment shall not be reduced and ALON shall be responsible for providing alternative transportation, at ALON’s sole cost and expense, should the Chevron Segment be unavailable due to the termination, expiration, or nonrenewal of the lease.
Minimum Volume Commitment. The Agreement is hereby amended by adding the following new Clause 8 to Attachment 2:
Minimum Volume Commitment. (a) Customer agrees to place Transactions for Deliverables meeting the Sequence Guidelines or otherwise meeting the criteria for acceptance (including the kbp limits) as provided in Section 1.1(b) (“Acceptable Transactions”) for at least the quarterly minimum volume commitments as provided in Exhibit A, attached hereto and incorporated herein, (the “Quarterly Minimums”). Customer agrees to place Transactions for approximately One Billion, Three Hundred Million (1,300,000,000) base pairs of DNA or at least [***] prior to the end of the Supply Term (collectively, the “Total Minimum” and with the Quarterly Minimums, the “Minimums”), where the Total Minimum is subject to all adjustments (as defined and further described in this Section 1.3). Customer will provide to Twist a non-binding, rolling three (3) month forecast of anticipated Product demand by the 15th of each month. The distribution of products that makes up a Quarterly Minimum for a future quarter may be increased or decreased by no more than [***] at Customer’s sole discretion, so long as Customer provides prior written notice to Twist of such adjustment at least one quarter in advance; adjustments of up to [***] may be made at Customer’s sole discretion so long as Customer provides prior written notice to Twist at least two quarters in advance. The Parties acknowledge that quarterly product demand may vary; provided however that prices provided herewith reflect a maximum of [***] of Deliverables ordered being comprised of Long Clonal Genes.
(b) The Minimums will be modified under the following scenarios:
(i) for any quarter that the Long Clonal Genes product is not available, the Minimum Volume Commitment is reduced by the volume listed in the table below for that product in that quarter;
(ii) for any quarter in which an Application Program Interface feature (defined in Section 1.10) is not available for a product, the Minimum Volume Commitment is reduced by [***] of the volume listed in the table below for that product in that quarter;
(iii) for any Deliverables where average Standard TAT (as defined in Section 1.7) measured over two consecutive quarters is more than [***] than Standard TAT, Customer’s commitment for that product for the following two quarters shall be reduced by [***]; and
(iv) in the event average yield for a Clonal Product measured over two consecutive quarters is greater than [***], Customer’s commitment for that Clonal Product for the following two quarters shall be reduced b...
Minimum Volume Commitment. During each Contract Quarter during the Term, Delek Refining shall make available to Delek Marketing for marketing and sale at the Refinery and/or the Big Xxxxx Terminal an aggregate amount of the Refinery Products equal to at least 50,000 Barrels per day, multiplied by the number of calendar days in the Contract Quarter (the “Minimum Volume Commitment”).
Minimum Volume Commitment. (a) During each Contract Year Producer commits to deliver to the Receipt Points a minimum daily volume of Producer Group’s Dedicated Gas averaged over each Month equal to the minimum volume commitment set forth in Exhibit H and subject to adjustment (as applicable) pursuant to the terms of this Agreement (the “Minimum Volume Commitment”); provided that volumes of Gas delivered into the Gathering System by Producer Group from the area outside the Dedication Area but described on Exhibit I shall also be counted towards the Minimum Volume Commitment.
(b) In the event of a Temporary Release (excluding (i) events of Force Majeure in connection with a failure of a Third Party Downstream Pipeline and (ii) failure of any Affiliated Downstream Pipeline that is caused or contributed to by a Third Party Downstream Pipeline), the Minimum Volume Commitment shall be reduced on an Dth-for-Dth basis by the volumes of Dedicated Gas that would have been received into the Gathering System (as calculated based on the daily average volumes produced from Producer’s Well during the 30 Day period prior to the event triggering the Temporary Release (excluding (i) events of Force Majeure in connection with a failure of a Third Party Downstream Pipeline and (ii) failure of any Affiliated Downstream Pipeline that is caused or contributed to by a Third Party Downstream Pipeline) but for such Temporary Release.
(c) In the event of any permanent release pursuant to Section 3.9, the Minimum Volume Commitment for each Month thereafter shall be permanently reduced on an Dth-for-Dth basis by the volumes of Dedicated Gas that Producer produces at the affected Xxxxx and that would have been received into the Gathering System (as calculated based on the daily average volumes produced from Producer’s Well during the 3 Month period prior to the event triggering the permanent release) but for such permanent release.
Minimum Volume Commitment. Customer acknowledges and agrees that, pursuant to the terms hereof, Copper Mountain has provided to Customer favorable pricing for the Equipment in return for and in reliance upon Customer's promise to purchase and take delivery of the Minimum Volume Commitment.
Minimum Volume Commitment. In consideration for the additional rights granted to Licensee herein, including the additional license grant as per Article 2 for the inclusion of ConText for Multi-Med into Development Software (as per Addendum A(iii)), and the Term, as per Article 7, Licensee makes the following minimum volume commitments (“MVC”):
3.1.1 Eighty-Five percent (85%) of all licenses of Front-End Speech Recognition software (such as the Designated Application or similar) granted by Licensee to all its customers within the Territory, will incorporate royalty bearing licenses of Run-Time Software as per this Agreement (“Front-End MVC”).
3.1.2 Eighty-Five percent (85%) of total Lines (as defined below), generated by Licensee in Licensee’s business of providing Transcription Services and by Licensee in its business of providing Service Bureau Services, that utilize any Back-End Speech Recognition software (such as Licensee’s DocQment Enterprise Platform or similar), will be generated using SpeechMagic, the software product defined as the “Licensed Product”, as per that certain licensing agreement (the “DEP Licensing Agreement”) dated May 22, 2000, as amended between MedQuist Inc. and Philips Speech Recognition Systems Gmbh (“Back-End MVC”).
3.1.3 The following terms are ascribed the corresponding meaning:
Minimum Volume Commitment. Subject to any Force Majeure Event and any Enumerated Circumstance (each as defined below), during each month during the Term (as defined below), PVOG agrees to deliver on an aggregate average daily basis at least 8,000 barrels per day of crude oil pursuant to one of the methods set forth in this Agreement (such amount, the "Commitment"). For the avoidance of doubt, the Commitment shall be determined on a monthly basis.
a. In the event that PVOG's aggregate daily deliveries hereunder during any monthly period are less than the Commitment for that month, and no Over-Delivery Credits are then outstanding, then a deficiency (the "Deficiency") shall exist. PVOG will be obligated to pay to Republic an amount for each deficient barrel equal to the Transportation Deduction (such amount, the "Deficiency Fees").
b. Republic shall invoice PVOG monthly for any Deficiency Fees. In the event that PVOG ships volumes in excess of the Commitment in any given month, PVOG shall be entitled to a credit against any Deficiency Fees assessed by Republic in the subsequent twelve (12) months, or any Deficiency Fees paid by PVOG in the preceding twelve (12) months, in an amount equal to the surplus barrels multiplied by the Transportation Deduction (each, an "Over-Delivery Credit"). Over-Delivery Credits shall first be applied to any Deficiency Fees paid by PVOG during the preceding twelve (12) months, and shall be credited during the month corresponding to the applicable Over-Delivery Credit.
c. Over-Delivery Credits shall be applied only to volumes shipped in accordance with Article I, Section 2 below in excess of PVOG's Commitment for that month and shall be applied at all times on a first-in, first-out basis, so that the oldest month's Over-Delivery Credit is fully utilized before application of any subsequent month's Over-Delivery Credit. Over-Delivery Credits shall expire if not used by the end of the twelve (12) month period following the month during which such Over-Delivery Credit was created. At the end of the Term, any remaining unexpired or unutilized Over-Delivery Credits shall expire on the last day of the Term and will not be valid for use against any future shipments on KMCC.
Minimum Volume Commitment. The reference to “Exhibit I” in Section 3.7(a) of the Gathering Agreement is hereby deleted and replaced with “Exhibit K.”
Minimum Volume Commitment. In consideration of the preferential pricing set forth in the preceding section, MCIS hereby agrees that it shall pay Caliber * (herein referred to as the "MINIMUM VOLUME COMMITMENT") during the Term for the activities contemplated herein, which sum shall include the cumulative amounts paid to Caliber for:
(a) Course Delivery Fees; (b) the Program Management Fee; and (c) funding for Broadcast '98.
