Most Favored Nation Pricing. Subject to Applicable Law, during the Term, Supplier will offer its Equipment and Services to Buyer at Most Favored Nation Pricing in the Pricing Notice so long as Supplier and its Affiliates collectively own at least a twenty percent (20%) interest in Buyer. “Most Favored Nation Pricing” shall be reasonably determined by the Supplier by reference to recent (last six (6) months) sales arrangements with customers, resellers or project developers, as applicable, taking into account purchase volumes, regional market conditions, the geographic location of the projects, and the relative size and technology to be used. Supplier shall not be obligated to provide such pricing if it no longer offers the relevant products or services for sale and Supplier shall have no obligations to offer or continue to offer any such products or services for sale. If requested by Buyer, Supplier shall furnish to Buyer a certificate executed by an executive officer of Supplier and attesting to the methodology used by Supplier in determining the Most Favored Nation Pricing set forth in the applicable Pricing Notice. Supplier shall provide Buyer with supporting information concerning the comparable purchase volumes, regional market conditions, the geographic location of the projects, relative size and technology to be used, and any other variables that Supplier considered when determining the Most Favored Nation Pricing; provided that Suppler may always anonymize information about other customers’ projects, in Supplier’s sole discretion. In the event that Buyer believes the price indicated in the Pricing Notice does not accurately reflect Most Favored Nation Pricing, then the parties shall retain a mutually-agreeable auditing firm to independently and confidentially review Supplier’s methodology and pricing inputs and to render a decision regarding whether Supplier must offer a lower price in order to satisfy its Most Favored Nation Pricing obligation as set forth above. The decision of the independent auditor shall be final and binding on both Parties. The costs of the independent auditor shall be shared equally between Supplier and Buyer. 4.4.
Most Favored Nation Pricing. All of the financial terms and conditions granted by the Pharmacy Benefit Manager to the State are and will remain during the term of this Agreement at least as favorable as the financial terms and conditions granted by the Pharmacy Benefits Manager to any previous similarly sized (measured by annual drug spend) commercial or governmental employer health plan purchaser (“Buyer”) of the pharmacy benefit management services / products described in this Agreement. Should Pharmacy Benefit Manager enter into any subsequent agreement with any other Buyer during the term of this Agreement which has materially similar plan utilization, adopts the same or substantially similar formulary as the State, uses the same retail pharmacy network as the State, and adopts CVS as its sole Specialty drug provider, which provides for financial terms and conditions more favorable than those contained in this Agreement, then this Agreement shall be deemed to be modified to provide the State with those more favorable financial terms and conditions within sixty (60) days of written notification. Pharmacy Benefit Manager will notify the State promptly of the existence of such more favorable financial terms and conditions and the State will have the right to receive the more favorable financial terms and conditions immediately, as set forth above. If requested in writing by the State, the Pharmacy Benefit Manager will amend this Agreement to contain the more favorable financial terms and conditions.
Most Favored Nation Pricing. At no time during the term of this Agreement will Supplier sell Common Materials to Mentor at Unit Purchase Prices which, on average, exceed the Unit Purchase Prices charged to any Major Competitor for all such Common Materials during such Year, taking into account only Mentor's (and not Major Competitor's) purchase volumes of such Common Materials.
Most Favored Nation Pricing. ArthroCare represents and warrants that it will provide “Most Favored Nation Pricing” to Collagen during the course of this agreement. For the purposes of this Agreement Most Favored Nation Pricing shall mean that, if the overall prices (including transfer prices, royalties and/or other profit sharing formulas) for Licensed Products that ArthroCare has with any distributors of dermatology, facial plastic surgery, cosmetic or aesthetic surgery products become more favorable to said distributors than the overall prices of like products to Collagen under this agreement, ArthroCare will adjust the overall prices of said like products to Collagen, such that these prices are the same as, or more favorable to Collagen than to the distributors.
Most Favored Nation Pricing. In the event that Codexis supplies Biocatalysts to Shell and Shell Affiliates during the term of this Agreement, Codexis agrees that it will supply Biocatalysts to Shell and Shell Affiliates in the Intermediate Field of Use in the Territory at a price equal to [***] (a) the United States Dollar [***] (excluding [***] included in [***]) for which [***] has sold such Biocatalysts to [***] in the Intermediate Field of Use in the Territory [***], and (b) [***] United States Dollar [***] in the Intermediate Field of use in the Territory [***] and in each case of (a) and (b), plus all applicable [***] for such Biocatalysts; provided, however, under no circumstances will Codexis be required to supply Biocatalysts to Shell at a transfer price less than [***] for such Biocatalysts (collectively, “Most Favored Nation Pricing”). Notwithstanding anything to the contrary, Codexis shall have no obligation to supply any Biocatalyst to Shell or any Shell Affiliate. For purposes of illustration, examples of Most Favored Nation Pricing are set forth in Schedule E.
Most Favored Nation Pricing. On the Effective Date, GTC and Parent and Licensee shall enter into a non-assignable VAR or distributor agreement whereby GTC shall for a period of 10 years from the Effective Date receive a discount of 25% off the standard pricing given to any of Licensee’s or Parent’s VARs or distributors on messaging air-time. 5.
Most Favored Nation Pricing. For each CONTRACT YEAR, LICENSEE will not sell the LICENSED PRODUCT to any THIRD PARTY (taking account of comparable terms as to volume, package complexity and period) for less than the price LICENSEE offers to OWNER for the same CONTRACT YEAR (“MFN PRICING”).
Most Favored Nation Pricing. For a period of 90 days after --------------------------- the Closing Date, the Company shall not enter into any financing arrangement involving equity securities on terms that are more favorable to the investors than those that are offered to Purchaser in the Documents unless the Company issues to Purchaser, at no cost to Purchaser, such number of additional shares of Series D Preferred Stock and otherwise amend the terms of the Documents so as to make the price and other terms of the Documents at least as favorable to Purchaser as other transaction.
Most Favored Nation Pricing. PSINet shall at all times make sure that all fees and other charges charged to IXC for each of the individual service components comprising the Services, as represented in Schedule 2.2, are the lowest then offered by PSINet to any Person.
Most Favored Nation Pricing. The Kit Price payable by LabCorp and its Affiliates for Manual Test Kits shall be no less favorable than the price charged by BGM to any third parties in the U.S. for Manual Test Kits other than (i) sales of Manual Test Kits to agencies of the U.S. federal government, or (ii) sales of Manual Test Kits to third parties solely for the purpose of conducting research in collaboration with BGM. In the event BGM offers a third party (other than those excluded above) more favorable pricing for Manual Test Kits, BGM shall immediately notify LabCorp in writing and LabCorp may accept such more favorable pricing in lieu of the Kit Price established under this Agreement by providing notice to BGM.
