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Liquidated Damages | The “Estimated Remaining Value” means the mathematical product of (a) the average monthly fee paid by Customer with respect to the Initial Services during the twelve (12) months immediately preceding the Effective Date of Termination, multiplied by (b) the number of unexpired whole months remaining between the Effe... |
Liquidated Damages | The parties acknowledge that the foregoing payments constitute reasonable and commercial liquidated damages. |
Liquidated Damages | For example, if Party B shall pay liquidated damages as much as RMB N, it shall pay additional RMB N to increase the deposit paid in accordance with Article 4.2 after it pays the liquidated damages or Party A deducts the liquidated damages from the deposit. |
Liquidated Damages | Customer may terminate this Agreement during the Term upon at least one (1) years' written notice to M&I, provided that Customer pays M&I an early termination fee ("Termination for Convenience Fee") in an amount equal to REDACTED of the Estimated Remaining Value. |
Liquidated Damages | Payment of Liquidated Damages is due thirty (30) days following termination of this Agreement or on demand. |
Liquidated Damages | Nevertheless, the parties agree that the lump-sum payment provided under Section 16.4 [Liquidated Damages] above is reasonable in light of the damages for premature termination that may reasonably be expected to occur in such event. |
Liquidated Damages | For the removal of doubt, when determining the liquidated damages due, the applicable sub-section 5.3.1, 5.3.2 OR 5.3.3 will apply. |
Liquidated Damages | You will pay us Liquidated Damages in the amount of Five Thousand Dollars ($5,000) per day if you open the Hotel before the Opening Date to compensate us for the damage caused by such breach. |
Liquidated Damages | 1. Metavante shall pay Customer $10,000.00 for each month or portion thereof that Metavante fails to have the Commencement Date occur on the Scheduled Conversion Date provided that such amount shall be prorated for any partial month. Metavante will establish a new Scheduled Conversion Date if the above date is miss... |
Liquidated Damages | (b) by the Company electing to give the Consultant 3 months prior notice of such termination along with a termination payment equal to the annual Consulting Fee; |
Liquidated Damages | (2) no later than the effective date of the applicable termination notice and no later than the effective date of the termination; and |
Minimum Commitment | 5 MMS |
Minimum Commitment | The Transporter reserves the right to reject any Transportation request in addition to the reasons mentioned during the nomination process and the Transportation schedule, those coming from a Sender who has breached a Transportation contract, this Manual or any applicable regulations, including but without being limi... |
Minimum Commitment | One-Year Minimum Power Product Analysis |
Minimum Commitment | 5 Java Applications (‘Screensavers’) (2 3-D Screensavers and 3 2-D Screensavers) in connection with the initial theatrical release |
Minimum Commitment | Any annual renewal would be subject to the payment, if applicable, of the AMC as agreed to by the parties, however such AMC will not be less than the previous year AMC times 115%, payable in applicable quarterly instalments. |
Minimum Commitment | The minimum monthly fee shall not be less than five thousand dollars ($5,000) per month (as applicable, "Minimum Fee"). |
Minimum Commitment | 1 Java Game (2-D or 3-D to be mutually agreed provided that if the parties are unable to reach an agreement, Licensee’s decision will prevail) |
Minimum Commitment | These costs and charges are included in one or more of the following categories: <omitted> (ii) a minimum monthly fee ("Monthly Base Fee") for certain bundled data processing Services, based on the volume of resource units used to provide such Services. |
Minimum Commitment | Subject to and consistent with the further Development principles outlined herein, each Party will offer a minimum of four (4) identified LABA compounds to this collaboration, with the intention of commercializing at least one Long-Acting β2 Adrenoceptor Agonist as a single agent and/or as a LABA/ICS Combination Produ... |
Minimum Commitment | You will, on an annual basis, participate in a minimum of fifty percent (50%) of the promotional programs introduced by us from time to time. |
Minimum Commitment | NFLA to send a minimum of two (2) dedicated e-blasts per year to NFLA database. |
Minimum Commitment | MLX will use all commercially reasonable efforts to maintain the user traffic at a monthly minimum of: |
Minimum Commitment | Such link will be displayed as the left-most link or top-most link at least fifty percent (50%) of the time. |
Minimum Commitment | There shall be fewer than 1 talkoff in 5 hours of voice when the detector is programmed with the recommended parameters (minimum tone duration 400 ms). |
Minimum Commitment | In the event that the Minimum Royalty is met in any applicable Year, (i) EFS shall not be permitted to carry over any overages into the next Year and (ii) EFS will not be eligible for any refund from any Minimum Royalty or Royalty previously owed or paid to Client. |
Minimum Commitment | Except as otherwise expressly provided in theBusiness Plan, the Agent will at its sole expense
<omitted>
(h) make all field sales personnel of the Agent available for at least four (4) hours, and telesales personnel available for at least one (1) hour, of initial Products sales and marketing training by the... |
Minimum Commitment | Within seventy-five (75) days following the end of each month of a calendar year during the Term that "BCF" (as defined below) for such month, when combined with BCF for all prior months during such calendar year (other than any month which is outside the Term) is less than the Minimum BCF, Nexstar shall pay a fee to W... |
Minimum Commitment | Company's representatives will make themselves available three days per month in the first Product Year to consult with and train Distributor. |
Minimum Commitment | The term “Minimum Royalty” means a minimum monthly Royalty Fee payment, beginning six (6) months after the Commencement Date, in the following amounts: Number of Months following the Commencement Date Amount of Monthly Minimum Royalty |
Minimum Commitment | A minimum of: |
Minimum Commitment | Guaranteed Minimum Royalty during the Second Additional Term: In the event that the Second Renewal Threshold is achieved in the Sixth Contract Year, during the Second Additional Term the Minimum Royalty and Timing of Payment shall be as follows: Contract Year Minimum Royalty Timing of Payment Seven $5,000,000... |
Minimum Commitment | Unless otherwise set forth in a relevant Module, the quantity of Miltenyi Product(s) forecasted for each Calendar Month of the Firm Zone of the most recent rolling Monthly Forecast submitted pursuant to Section 5.1(a) of this Agreement shall be binding on both Parties, commencing on the Effecctive Date of the Agreement... |
Minimum Commitment | (1) not to discontinue the supply of any particular Miltenyi Product; |
Minimum Commitment | Converge shall pay to VNE a minimum fee of Four and One-Half Million Dollars ($4,500,000) for VNE's provision of the Services during the Initial Term (the "Initial Term Minimum Fee"). |
Minimum Commitment | 1 Java Application (‘Screensaver’) where feasible |
Minimum Commitment | Within ninety (90) days prior to the expiration of each Contract Year, the parties will discuss in good faith and agree on the Minimum Product Quantities for the successive Contract Year; provided, however, that, if the parties fail to reach agreement on or otherwise specify the Minimum Purchase Quantities for the succ... |
Minimum Commitment | At the time Bellicum reaches the Minimum Purchase requirements again, Miltenyi and Bellicum shall in good faith agree to continue the supply commitment. |
Minimum Commitment | If for any reason, CONSULTANT should achieve a satisfactory record of play in less than [*****] SPGA and/or PGA tour events in a calendar year, he shall repay ADAMS GOLF an amount per event for each event under [*****] achieved in the given calendar year as follows: |
Minimum Commitment | With respect to Exhibit 1, the Individual Study Budget shall be the one associated with the Minimum Enrollment Target (as defined in Exhibit 1), and in the event that the Parties move to the Maximum Enrollment Target (as defined in Exhibit 1) then this table shall be applied to the incremental additional patients as if... |
Minimum Commitment | A minimum of a $250,000.00 purchase order must be received by Company by the first of each month for a total (12) month period. |
Minimum Commitment | In the event the Company fails to sell the required minimum number of the Shares by the date when such sales must be completed, in accordance with the provisions of the Plan or as required by the Conversion Regulations, and applicable law, this Agreement shall terminate upon refund by the Company to each person who h... |
Minimum Commitment | Purchase orders issued by MediWound to CBC for quantities within the [***]% of the Annual Forecast shall be binding upon CBC and shall be deemed accepted upon delivery of the purchase order to CBC. |
Minimum Commitment | Reseller acknowledges that meeting the Quotas is an essential element of this Agreement and that this Agreement may be terminated by TouchStar if, in TouchStar's reasonable opinion, Reseller will not meet the Quotas during the Term or any extension thereof. |
Minimum Commitment | (a) _X_ Reservation, __Volumetric |
Minimum Commitment | Reseller must have a minimum of five (5) of its sales staff participate in the sales and marketing training in the first 6 months of this agreement. |
Minimum Commitment |   |
Minimum Commitment | The parties agree that the minimum number required for the category Card shall be not less than 70% of the consumer categories contained within Exhibit 5; and the grocery Card not less than 70% national coverage to launch each respectively. |
Minimum Commitment | In consideration of the agreement of the Contractor to provide its services as set forth in this Agreement, the Company will pay the Contractor the following amounts:   (i) a monthly service fee of $7.50 per note based on the maximum number of notes outstanding during the month, subject to a monthly minimum of $2... |
Minimum Commitment | In the event COMWARE purchases an amount less than $45,420.00, than this Agreement will automatically terminate. |
Minimum Commitment | Bellicum will order Miltenyi Product in a defined number of units, subject to reasonable minimum order size requirements that may vary according to product type. |
Minimum Commitment | During the Warranty Period, Operator shall determine for each full calendar month (the “Efficiency Warranty Period”) within five (5) Business Days after the end of such month whether the Portfolio has performed at the Minimum Efficiency Level (the “Efficiency Warranty”); provided that the Efficiency Bank shall ... |
Minimum Commitment | Amount Initiation of Phase I * |
Minimum Commitment | “MOQ” means the minimum order quantity of Product units during the Initial Term, as set forth in Schedule 1.
<omitted>
If Reseller fails to submit Orders with an aggregate value equal to or greater than the MOQ, then Reseller shall pay Supplier a sum equal to the shortfall, within 30 days after the end of the Initi... |
Minimum Commitment | In addition to any outstanding Guarantee payments which Licensee shall pay to Fox as set forth in Paragraph 3 of this Amendment below, Licensee shall pay to Fox a minimum recoupable guarantee of ***** dollars (US$*****) on or before ***** (“ICE AGE 2 Guarantee”), and |
Minimum Commitment | (E) 1,463 units in the next succeeding Product Year; (2003) |
Minimum Commitment | calendar year during the Term, Nexstar shall notify WYZZ of the BCF for such year (the "Final BCF Report") and, subject to clause (h) of this Section 2, within thirty (30) days after such notification either Nexstar shall make a payment to WYZZ or WYZZ shall make a payment to Nexstar, as appropriate to "true-up" the pa... |
Minimum Commitment | Guaranteed Circulation Per Year: 12,000,000 |
Minimum Commitment | If the aggregate actual number of Details for the Product made by the Sales Representatives for a Calendar Quarter is less than the Quarterly Minimum Details for such Calendar Quarter, then in calculating the promotion fee due under Section 6.1.1, the Applicable Percentage for such Calendar Quarter shall be reduced to ... |
Minimum Commitment | (A) One (1) day engaging with franchisees and team members at company-wide event(s); |
Minimum Commitment | Negotiating in good faith, the Parties shall agree to a reasonable minimum percentage of Product supply to [***] Import Alert. |
Minimum Commitment | Vyera shall conduct the Commercialization activities in accordance with the Commercialization Plan and in performing such activities will ensure that it meets or exceeds the Minimum Requirements. |
Minimum Commitment | Logo Size: The minimum logo size is 1” or 25mm. |
Minimum Commitment | Excite guarantees that it will deliver four million fifty thousand (4,050,000) "Click-throughs" on the promotional placements and advertising banners described in Section 1(a) - (d) in the second year of the term of the Agreement by delivering [*] ... |
Minimum Commitment | - ------------------------------------------------------------------------------------------------------------------ Requirement - ------------------------------------------------------------------------------------------------------------------ Characteris... |
Minimum Commitment | n case of an order volume equal or less than [* * *]: The first [* * *] of each short term rolling forecast shall be binding firm purchase orders by Customer (each a “Purchase Order”) and the last [* * *] of each short term rolling forecast shall be non-binding, good faith estimates. |
Minimum Commitment | Products must be ordered in the minimum and/or standard lot size quantities specified in the Price Schedule. |
Most Favored Nation | The grant of licenses to any third parties shall be the prerogative of the Board provided that no such license shall be granted at terms more favorable to the third party than were offered to the member(s) of such Party. |
Most Favored Nation | NTC agrees that the Product Prices, benefits and allowances offered to ALFA AESAR shall not be less favorable than those offered on Products provided to agents, distributors or marketed directly by NTC to any customers, other than the Product Prices existing as of the date of this Agreement with NTC’s commercial part... |
Most Favored Nation | Airspan warrants that during the term of this Agreement, the prices at which Airspan sells to Distributor products supplied under this Agreement shall be no less favorable to the Distributor than those prices at which Airspan sells, at substantially the same time in the United States, similar produc... |
Most Favored Nation | The Sponsor acknowledges that Racing has arranged and may arrange in the future for other sponsors for the Racing Team. Racing agrees that, during the term of this Agreement, (i) Sponsor shall have the right to approve or disapprove any additional sponsor identified by Racing, and (ii) unless another proposed sponsor... |
No-Solicit of Employees | During the Term of this Agreement and for a period of twelve (12) months thereafter, the Distributor (on behalf of itself, each of its affiliates and each of their respective representatives) agrees that it will ... |
No-Solicit of Employees | Each Seller agrees that for a period commencing on the Effective Date and ending three years after the Closing Date (the “Non-Solicit Period”), each Seller shall not, directly or indirectly: (i) induce, solicit, recruit or attempt to persuade any employee of the Combined Business to terminate his or her employment ... |
No-Solicit of Employees | You covenant and agree that during the term of this Agreement, and subject to the post-termination provisions contained herein, You shall not, except as otherwise approved in writing by AIRSOPURE, either directly or indirectly:
<omitted>
B. Employ or seek to employ any person who is at that time employed by AIRSOPURE ... |
No-Solicit of Employees | During the term and for a period of [***] thereafter, neither party shall solicit, induce, encourage or attempt to induce or encourage any employee of the other party with whom such party has had direct contact to terminate his or her employment with such other party or to breach any other obligation to such other part... |
No-Solicit of Employees | [***], neither Valeant nor Dova (nor any of their respective Affiliates) shall directly or indirectly solicit for hire or employee as an employee, consultant or otherwise any of the other Party’s professional personnel who have had direct involvement with the JSC, with the Valeant Activities under this Agreement (whi... |
No-Solicit of Employees | COOL TECH and VET TECH agree not to engage in any attempt whatsoever, to hire, or to engage as independent contractors, the other's employees or independent contractors during the term of this Agreement and for a period of six (6) months following expiration or termination of this Agreement except as may be mutually ag... |
No-Solicit of Employees | During the performance of the any of the collaborative efforts set forth in this Agreement, each of ARGO and YEC agrees not to engage in any attempt whatsoever to hire, or to engage as independent contractors, the other’s employees or independent contractors during the term of the collaboration and for a period of tw... |
No-Solicit of Employees | In the event of a Vert-Non-Renewal Election, in addition to any rights or remedies that may be available to Converge under the Subscription License Agreement, the provisions of Section 8 above shall cease to apply with respect to Converge's solicitation or encouragement of any of the VNE Service Personnel to terminate ... |
No-Solicit of Employees |
specifically toward such employees of the other Party or (b) any contact with any such employee of the other Party (i) that was initiated by such employee without any solicitation prior thereto by the contacting Party (other than solicitation permitted by clause (a) of this sentence) or (ii) with whom the contacting P... |
Exclusivity | Without limiting the foregoing, Vyera shall have the exclusive right and responsibility throughout the Territory for the following: (a) receiving and accepting orders for the Licensed Product from customers; (b) distributing the Licensed Product to customers; (c) controlling invoicing and collection of accounts receiva... |
Non-Compete | Further, Marketing Affiliate shall not market similar products from competing companies on any Web Site Landing Page containing the Equidata or Marketing Affiliate Web link as long as this Agreement is in effect. |
Non-Compete | Reseller shall not import, promote, distribute, license, market or sell any products in <omitted> the Territory which directly compete with the TouchStar Software or Support Services. |
Competitive Restriction Exception | In the event of a Triggering Event, Customer’s Exclusive Purchase Requirement with respect to each and every Product that is the subject of the Triggering Event shall be temporarily suspended until such time as Manufacturer notifies Customer that Manufacturer is able to resume the manufacture and supply of the subject ... |
Non-Compete | Therefore, during the term of this Agreement, neither you, nor any Principal Owner, nor any member of your immediate family or of the immediate family of any Principal Owner, shall perform services for, or have any direct or indirect interest as a disclosed or beneficial owner, investor, partner, director, officer, emp... |
No-Solicit of Customers | In the event that the Agreement is terminated pursuant to Section 16.a.v. due to e-centives' acquisition by an Excite@Home Named Competitor, or by an entity controlling or controlled by an Excite@Home Named Competitor, e-centives or its assigns or designates may not contact any U... |
Exclusivity | PPG Shanghai or any of its direct or indirect affiliates shall not sell any of its products directly to the Auto Center or to any of the Auto Center's affiliates in China or throughout the world, unless PPG Shanghai obtains Distributor's written approval. |
Exclusivity | If the Board elects to pursue such Neutraceutical Opportunity, the Operating Company then shall have exclusive rights to exploit such Neutraceutical Opportunity, but solely with respect to use of Astaxanthin as a Neutraceutical, and, subject to Article 8.1, the Party (or its Affiliate) that has developed, discovered or... |
Non-Compete | Franchisee also acknowledges that Pretzel Time has granted the Franchise to Franchisee in consideration of and reliance upon Franchisee's agreement to deal exclusively with Pretzel Time. Franchisee therefore agrees that during the term of the Franchise Agreement, or the period of time which Franchisee ... |
Exclusivity | All such Contractors must process Merchant applications and transactions exclusively through Network 1. |
Exclusivity | Except for Excepted Activities, for the lesser of (i) […***…] after the Effective Date or (ii) […***…] (the “Immunotherapy Exclusivity Period”), FMI will work exclusively with Roche with respect to […***…]. Except with regard to Excepted Activities, FMI will not (i) work directly or indirectly with any Third Party in t... |
Non-Compete | This restriction shall apply to any succinic acid biocatalyst other than E. coli, be it a biocatalyst developed in-house, licensed-in, or under development at a third party lab that is funded by Bioamber or to which Bioamber has secured a future right or right of first refusal through direct payment, in kind contribu... |
Exclusivity | MD Anderson also hereby grants to Adaptimmune Limited an exclusive option to negotiate an <omitted> exclusive (subject to MD Anderson’s perpetual, irrevocable, no-cost right to use such Invention for non-commercial internal research, academic and patient care purposes), royalty-bearing license to any Invention in which... |
Non-Compete |
the Company, and not to acquire any such interest during the Term. |
Non-Compete | During the Term, VerticalNet will not, directly or indirectly, design, host, operate, maintain or otherwise participate in a co-branded career center or a co-branded equipment listing Site with a PaperExchange Competitor or license a VerticalNet Link for use or display on any PaperExchange Competitor's Site. |
Non-Compete | The Professional agrees (i) to use no golf bag bearing any identification of a competitor of the Company and (ii) to wear no apparel bearing any identification of a competitor of the Company, and will prohibit any caddy of hers from bearing any such identification. |
Exclusivity | Subject to the terms contained herein, PAPA JOHN’S and ABG agree and acknowledge that during the Term of this Agreement and for one (1) year thereafter, ABG shall be prohibited from granting any rights for CELEBRITY identical or similar to the rights granted to PAPA JOHN’S hereunder to any entity other than PAPA JOHN’S... |
Exclusivity | In the event of a Triggering Event, Customer’s Exclusive Purchase Requirement with respect to each and every Product that is the subject of the Triggering Event shall be temporarily suspended until such time as Manufacturer notifies Customer that Manufacturer is able to resume the manufacture and supply of the subject ... |
Competitive Restriction Exception | NCB appoints NPC, and NPC agrees to serve, as NCB's sole agent (i) to provide authorization, processing and settlement services with respect to Visa and MasterCard transactions ("Merchant Processing Services") to merchants who desire to receive Merchant Processing Services from NCB or NPC ("Merchants") and (ii) to ente... |
Non-Compete | WPT or its affiliates shall not authorize a Zynga Competitor to commercially exploit the Licensed Property in connection with social poker gaming via a license similar to the license granted herein for the Term. |
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