Base Products Sample Clauses

The 'Base Products' clause defines the fundamental goods or services that form the foundation of an agreement between parties. It typically specifies which products are included as standard offerings, outlining their essential features, specifications, or categories. For example, in a supply contract, this clause would list the primary items to be delivered before any customizations or add-ons are considered. Its core function is to establish a clear baseline of what is being provided, ensuring both parties have a mutual understanding and reducing the risk of disputes over what constitutes the main deliverables.
Base Products. GI-Inc has the ultimate role in determining product specifications and features of any CTMS Service, and GI-Inc will ensure that such specifications and product implementations of such specifications meet prevailing market needs. To that end, the GI-Inc Executive shall consult regularly with the United Executive as to information that United may gather in the course of its business that United believes is relevant to ensuring that the CTMS Service is competitive with like services and products provided by other service providers.
Base Products. (A) In establishing the Base Sales Level for each class of Base Product by NDC ("Base Product(NDC)"), ▇▇▇▇▇▇ and Gensia Sicor shall review the previous twelve (12) months of unit sales for such Product(NDC) and based upon market conditions and opportunities adjust such sales to account for market unit growth or degradation to estimate the number of units of such Base Product(NDC) ("Unit Estimate") to be sold in the following Contract Year. The Unit Estimates shall not employ trends that exceed those derived from available IMS data unless the Parties mutually agree in writing to apply an alternative trend or agree in writing to use other ___________________ *** Redacted and Filed Separately with the Securities and Exchange Commission. reliable Third Party information. The Projected Gross Price for such Base Product(NDC) as determined by Section 6.1 hereof in connection with establishing the Transfer Price pursuant to Section 6.1 shall then be multiplied by the Unit Estimate for that Base Product(NDC) to calculate the Base Sales Level therefor. (B) If the Parties have not determined the Unit Estimate for a Base Product(NDC) by November 30th, Gensia Sicor shall calculate the Unit Estimate for that Product(NDC) for the following Contract Year by (1) identifying the unit sales of such Product(NDC) as reported by IMS for the twelve months ending the third Calendar Quarter of the preceding Contract Year (such amount being hereinafter referred to as "IP(y-1)") and the unit sales of such Product(NDC) as reported by IMS for the twelve months ending the third Calendar Quarter of the Contract Year (such amount being referred to as "IP(y)") in which the calculation is made, (2) dividing IP(y) by IP(y-1), and (3) multiplying that result times the number of units of such Product(NDC) sold by ▇▇▇▇▇▇ during the preceding twelve (12) months ending September 30/th/ of that Contract Year. (C) Any potential new Base Product(NDC) business that is anticipated from Premier Purchasing Partners, L.P. or Novation during the following Contract Year shall be presented as separate and distinct from Base Product business anticipated from the rest of the Trade for the sole purpose of determining purchase and manufacturing obligations of the Parties set forth in Section 10.1 hereof.
Base Products. By purchasing Tokens under MasterKey Plus, Customer licenses the Software identified in the applicable MasterKey Plus Table under “Base Products”. Access to and use of a Base Product at any moment in time will be limited by the number of Tokens then available for check-out in Customer’s Token-pool.
Base Products. CONFIDENTIAL TREATMENT 12 REQUESTED BY GALILEO INTERNATIONAL, INC. GI-Inc has the ultimate role in determining product specifications and features of any CTMS Service, and GI-Inc will ensure that such specifications and product implementations of such specifications meet prevailing market needs. To that end, the GI-Inc Executive shall consult regularly with the US Airways Executive as to information that US Airways may gather in the course of its business that US Airways believes is relevant to ensuring that the CTMS Service is competitive with like services and products provided by other service providers.
Base Products. GILLC has the ultimate role in determining product specifications and features of any CTMS Service, and GILLC will ensure that such specifications and product implementations of such specifications meet prevailing market needs. To that end, the GILLC Executive shall consult regularly with the US Airways Executive as to information that US Airways may gather in the course of its business that US Airways believes is relevant to ensuring that the CTMS Service is competitive with like services and products provided by other service providers.
Base Products. GILLC has the ultimate role in determining product specifications and features of any CTMS Service, and GILLC will ensure that such specifications and product implementations of such specifications meet prevailing market needs. To that end, the GILLC Executive shall consult regularly with the United Executive as to information that United may gather in the course of its business that United believes is relevant to ensuring that the CTMS Service is competitive with like services and products provided by other service providers.

Related to Base Products

  • SINGLE-USE PRODUCTS The Board of County Commissioners has established a single-use products and plastic bags policy intended to reduce the use of products which have become globally recognized as having lasting negative impacts on the environment. Neither single-use products nor plastic bags may be sold or disbursed on County property by staff or contracted vendors, except as set forth in Orange County Administrative Regulation 9.01.03. Failure to comply with the Regulation may result in termination of the contract or other contractual remedies, and may affect future contracting with the County. The use of reusable, recyclable, biodegradable, or compostable materials is encouraged.

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Additional Products Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional 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.

  • Existing Products Except as set forth below, Contractor shall retain all rights, title and interest in Existing Products.