Initial Products. During the term of this Agreement, Distributor shall cause the Initial Product Qualified Revenues for each Contract Year to equal or exceed the following amounts ("Minimum Initial Product Revenue"): ***CONFIDENTIAL TREATMENT REQUESTED Contract Year Ending December 15, Minimum Qualified Revenue --------------------------------- --------------------------- 2002 $[ *** ] 2003 $[ *** ] 2004 $[ *** ] 2005 $[ *** ] 2006 $[ *** ] 2007 $[ *** ] 2008 $[ *** ] 2009 $[ *** ] 2010 $[ *** ] 2011 and thereafter $[ *** ] Notwithstanding the foregoing, however, Distributor may permit the Initial Product Qualified Revenues to be less than the Minimum Initial Product Revenue in any Contract Year and in lieu thereof pay to Diamond an amount equal to the difference between such Minimum Initial Product Revenue and the actual Initial Product Qualified Revenues for such Contract Year (the "Additional Initial Product Payment"). If an Additional Initial Product Payment is due hereunder for any Contract Year, and not paid by Distributor within thirty (30) days after the end of such Contract Year, Distributor's exclusivity rights under Section 1.02 of this Agreement shall automatically terminate with respect to all Initial Products (but not other Products, subject to Section 3(a) of this Amendment). Distributor's distribution rights shall then continue with respect to all Initial Products on a non-exclusive basis consistent with Section 3(a) subject to all the remaining terms of this Agreement not inconsistent therewith, which shall remain in full force and effect.
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Initial Products. During the term of this Agreement, Distributor ---------------- shall cause the Initial Product Qualified Revenues for each Contract Year to equal or exceed the following amounts ("Minimum Initial Product ------------------------- Revenue"): ***CONFIDENTIAL TREATMENT REQUESTED ------- Contract Year Ending December 15, Minimum Qualified Initial Product Revenue --------------------------------- --------------------------- ------------------------------- 2002 $[ *** ] 2003 $[ *** ] 2004 $[ *** ] 2005 $[ *** ] 2006 $[ *** ] 2007 $[ *** ] 2008 $[ *** ] 2009 $[ *** ] 2010 $[ *** ] 2011 and thereafter $[ *** ] 2012 $[ *** ] 2013 $[ *** ] Notwithstanding the foregoing, however, Distributor may permit the Initial Product Qualified Revenues to be less than the Minimum Initial Product Revenue in any Contract Year and in lieu thereof pay to Diamond an amount ("Additional Initial Product Payment") equal to (x) the difference between ---------------------------------- such Minimum Initial Product Revenue and the actual Initial Product Qualified Revenues for such Contract Year, multiplied by (y) the Contract Year (the "Additional Initial Product Payment")Factor. If an Additional Initial Product Payment is due hereunder for any Contract Year, and not paid by Distributor within thirty (30) days after the end of such Contract Year, Distributor's exclusivity rights under Section 1.02 of this Agreement shall automatically terminate with respect to all Initial Products (but not other Products, subject to Section 3(a1.04(ii)(A) of this AmendmentAgreement). Distributor's distribution rights shall then continue with respect to all Initial Products on a non-exclusive basis consistent with Section 3(a1.04(ii)(A) subject to all the remaining terms of this Agreement not inconsistent therewith, which shall remain in full force and effect.
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