Repurchase of Product Inventory Sample Clauses

Repurchase of Product Inventory. Upon expiration of this Agreement, upon the termination of this Agreement by Distributor in accordance with Section 13 or upon the termination of this Agreement by the Company in accordance with Section 13(a), the Company shall repurchase from Distributor any current, non-damaged Products with serial numbers contained in Distributor`s inventory ("Serial Product Inventory") and any demonstration Products in Distributor's possession ("Demonstration Products"), as of such date. Upon termination of this Agreement by the Company in accordance with Section 13 (b), (c) or (d), the Company shall have the option to repurchase, in its sole discretion, the Serial Product Inventory and the Demonstration Products. Upon expiration or any termination of this Agreement, for whatever reason, the Company shall have the option to repurchase, in its sole discretion, the non-serial numbered Products in Distributor's inventory ("Non-Serial Product Inventory"). The Company shall pay to Distributor, within thirty (30) days after its receipt of the repurchased Product inventory, the original purchase price paid by Distributor for the repurchased Product inventory, less (i) a fifteen percent (15%) restocking charge for the Serial or Non-Serial Product Inventory which was purchased by Distributor no more than six (6) months prior to the effective date of expiration or termination, less (ii) a twenty five percent (25%) restocking charge for Serial or Non-Serial Product Inventory purchased more than six months prior to the effective date of expiration or termination, and less (iii) accumulated appreciation on the Demonstration Product Inventory. The Company shall also deduct from such payment any and all taxes, shipping and handling costs incurred in the repurchase of such Product inventory. Distributor shall have the right to sell any Products in its inventory, which are not repurchased by the Company as provided above, for a period of ninety (90) days following the effective date of expiration or termination.
Sample 1
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Repurchase of Product Inventory. The Company shall have the option, exercisable in its sole discretion, to repurchase from Distributor (or arrange to have a distributor of the Company purchase from Distributor) any current, non-damaged Product inventory with preemption date of at least 6 months. Current, non-damaged products with a preemption date of less than one year but more than six months may be purchased back. The Company shall pay to Distributor the price, which is equal to the lesser of (1) the Distributor’s original purchase price or (2) a price, which reflect the condition and marketability of the Products. If the Company chooses to repurchase (or have its other distributor repurchase) the Distributor’s product inventory, (i) Distributor shall cease further marketing and distribution of the Products, except to fulfill sales for which it was contractually committed prior to the expiration or termination of this Agreement and (ii) Distributor shall discontinue any and all use of any of the Company’s logos, trademarks and trade names and any of the Company’s Confidential Information.
Sample 1
Repurchase of Product Inventory. The Company shall have the option, exercisable in its sole discretion, to repurchase from Distributor (or arrange to have a distributor of the Company purchase from Distributor) any current, non-damaged Product inventory with preemption date of at least 6 months. Current, non-damaged products with a preemption date of less than one year but more than six months may be purchased back with a 20% restocking charge. The Company shall pay to Distributor the price, which is equal to the lesser of (I) the Distributor's original purchase price or (2) a price, which reflect the condition and marketability of the Products. If the Company chooses to repurchase (or have its other distributor repurchase) the Distributor's product inventory, (I) Distributor shall cease further marketing and distribution of the Products, except to fulfill sales for which it was contractually committed prior to the expiration or termination of this Agreement and (ii) Distributor shall discontinue any and all use of any of the Company's logos, trademarks and trade names and any of the Company's Confidential Information. Distribution Agreement FH Orthopedics, Inc — CPM Medical Consultants
Sample 1

Related to Repurchase of Product Inventory

  • Purchase of Products TTI shall sell to Distributor and Distributor shall purchase from TTI, in accordance with the terms and conditions of this Agreement, the Products pursuant to the published Distributor Price List. It is the intention of the parties that Products shall be purchased by Distributor hereunder for the purpose of resale and that the Distributor shall sell the Products solely within the Territory unless otherwise agreed to and be responsible for the collection and reporting of any and all sales tax or use tax in its territory.

  • Sale of Products Performance of Services

  • Manufacture of Products All Products marketed through Grantor's Web ------------------------- Site shall be manufactured, packaged, prepared, and shipped in accordance with the specifications and requirements described on Exhibit A hereto as it may be modified from time to time. Quality control standards relating to the Product's weight, color, consistency, micro-biological content, labeling and packaging are also set forth on Exhibit A. In the event that Exhibit A is incomplete, Products shall be manufactured and shipped in accordance with industry standards.

  • Manufacture of Product Prior to commercialization of the Product, the Parties may, if appropriate for both parties, negotiate in good faith a manufacturing and supply agreement to provide for Licensor to fulfill the manufacturing requirements of Licensee for Product for sale in the European market. The cost of such manufacturing shall not be greater than * percent (*%) of the cost of any competitor cGMP contract manufacturing facility that proposes to manufacturer the Product for Licensee. * Confidential information has been omitted and filed confidentially with the Securities and Exchange Commission.

  • Inventory To the extent Inventory held for sale or lease has been produced by any Borrower, it has been and will be produced by such Borrower in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations and orders thereunder.

  • Marking of Licensed Products To the extent commercially feasible and consistent with prevailing business practices, Company shall xxxx, and shall cause its Affiliates and Sublicensees to xxxx, all Licensed Products that are manufactured or sold under this Agreement with the number of each issued patent under the Patent Rights that applies to such Licensed Product.

  • Defective Products None of the Group Companies has manufactured, sold or supplied products which are, or were, in any material respect, faulty or defective, or which do not comply in any material respect with any representations or warranties expressly made by such Group Company, or with all applicable regulations, standards and requirements.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Combination Products If a LICENSED PRODUCT is sold to any third party in combination with other products, devices, components or materials that are capable of being sold separately and are not subject to royalties hereunder (“OTHER PRODUCTS,” with the combination of products being referred to as “COMBINATION PRODUCTS” and the Other Product and Licensed Product in such Combination Product being referred to as the “COMPONENTS”), the NET SALES of such LICENSED PRODUCT included in such COMBINATION PRODUCT shall be calculated by multiplying the NET SALES of the COMBINATION PRODUCT by the fraction A/(A+B), where A is the average NET SALES price of such LICENSED PRODUCT in the relevant country, as sold separately, and B is the total average NET SALES price of all OTHER PRODUCTS in the COMBINATION PRODUCT in the relevant country, as sold separately. If, in any country, any COMPONENT is not sold separately, NET SALES for royalty determination shall be determined by the formula [C / (C+D)], where C is the aggregate average fully absorbed cost of the Licensed Product components during the prior Royalty Period and D is the aggregate average fully absorbed cost of the other essential functional components during the prior Royalty Period, with such costs being determined in accordance with generally accepted accounting principles. To the extent that any SUBLICENSE INCOME relates to a COMBINATION PRODUCT or is otherwise calculated based on the value of one or more licenses or intellectual property rights held by the COMPANY, an AFFILIATE or SUBLICENSEE, COMPANY shall determine in good faith and report to THE PARTIES the share of such payments reasonably attributable to COMPANY’s or such AFFILIATE’s sublicense of the rights granted hereunder, based upon their relative importance and proprietary protection, which portion shall be the SUBLICENSE INCOME. THE PARTIES shall have the right to dispute such sharing determination in accordance with the dispute provisions of the AGREEMENT.

  • Physical Inventory Borrower shall conduct a physical count of the Inventory at such intervals as FINOVA requests and promptly supply FINOVA with a copy of such accounts accompanied by a report of the value (calculated at the lower of cost or market value on a first in, first out basis) of the Inventory and such additional information with respect to the Inventory as FINOVA may request from time to time.

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