Minimum Purchase Obligation Sample Clauses

Minimum Purchase Obligation. Distributor shall target to purchase sufficient quantities (as attached in Schedule 4) of Goods to meet the minimum agreed targets throughout the life of this Agreement and as specified in Schedule 1 (“Minimum Target Obligation”). SBA may monitor progress towards the purchase obligation as deemed necessary in accordance with the audit procedures set out in Section 15. If Distributor fails to achieve the Minimum Purchase Obligation, SBA may enter a consultation period with Distributor to improve the situation, and if no improvement is evidenced within a period of one year then SBA will have the right to either: (a) terminate this Agreement under Section 8.2(a); or (b) refuse to renew this Agreement under Section 8.1.

Minimum Purchase Obligation. The Parties agree that, unless otherwise agreed to by the Parties in writing, Licensee shall purchase from LMI at least **** of Sestamibi Product in the **** of each **** and ****during the term of the Agreement (as amended hereby) (the “Minimum Quantity”) at a price of $****, provided that, pursuant to the terms of the Agreement, Licensee or its Affiliates in **** shall be permitted to order reasonable quantities of Sestamibi Product from LMI’s Affiliates in **** for the radiopharmacy locations controlled by Licensee or its Affiliates in **** on a **** basis and such quantities of Sestamibi Product will be included in the calculation of the Minimum Quantity for such ****. Licensee shall provide LMI with at least **** (****) days written notice prior to any change to such standing orders for Sestamibi Product placed by Licensee or its Affiliates for ****. Compliance with such Minimum Quantity will be determined as of **** and at the end of each **** thereafter (each a “Compliance Period”). In any Compliance Period in which Licensee does not purchase at least the applicable Minimum Quantity of Sestamibi Product from LMI, Licensee will promptly pay to LMI any remaining portion of the applicable Minimum Quantity not invoiced prior to the end of such Compliance Period (each a “Shortfall Payment”). In addition, within **** (****) weeks prior to the end of any Compliance Period, Licensee shall (i) make a good faith estimate of additional amounts of Sestamibi Product necessary for Licensee to purchase to be in compliance with the Minimum Quantity for such Compliance Period, and (ii) use commercially reasonable efforts to place purchase orders for such additional amounts. For purposes of clarity, the Parties acknowledge and agree that Licensee’s purchase obligations set forth in Amendment No. 1 (including, but not limited to, the purchase obligations under Section 2.3) shall remain in effect and unmodified by this Amendment, and any such purchases made by Licensee pursuant to Amendment No. 1 shall not count towards, and not be included in the calculation of, any Minimum Quantity hereunder. The Parties further acknowledge and agree that any Shortfall Payment made by Licensee pursuant to this Amendment shall not count towards, and not be included in the calculation of, any Minimum Quantity for the next succeeding Compliance Period hereunder, and the requirements set forth in Section 7 of Amendment No. 1 shall not apply to the purchase of Sestamibi Product pursuant t...

Minimum Purchase Obligation. Beginning on April 1, 2022 (the “Supply Start Date”) Supplier shall supply and Purchaser shall purchase and take (for itself and/or by or on behalf of its subsidiaries) from Supplier thirty-three percent (33%) of Purchaser’s and its subsidiary’s requirements for the Products during the Term (the “Minimum Purchase Obligation”), subject to the adjustments provided in this Agreement. Supplier shall be under no obligation to supply or sell Product above the Minimum Purchase Obligation, provided that if Supplier accepts a Purchase Order (hereafter defined) for Product above the Minimum Purchase Obligation, the terms of this Agreement shall apply and control such order.

Minimum Purchase Obligation. Subject to section 4.4, commencing with the first full month after completion of the Facility (as notified by Nordion to Molecular Insight Pharmaceuticals pursuant to section 4.1), Molecular Insight Pharmaceuticals shall, during the remainder of the Term, purchase or otherwise pay Nordion for a minimum of two (2) Batches of Azedra per calendar month. In the event the minimum purchase obligations described in this section 4.3 are not met by Molecular Insight Pharmaceuticals, as averaged over a rolling two (2) month period, Nordion may without liability, in addition to any other remedy available, at its sole option and unfettered discretion, suspend Manufacture of Azedra until full payment is made by Molecular Insight Pharmaceuticals (during which period the minimum purchase commitment shall continue to accrue), or notwithstanding any other remedial or cure provision contained in this Agreement, terminate this Agreement upon ten (10) days prior written notice. The provisions of section 4.5 shall apply to cancellation of a Batch (and additional vials) however section 4.5 shall in no way limit Molecular Insight Pharmaceuticals’ minimum purchase commitment under this Agreement and any cancellation fee due and payable in a given month (and paid) shall be applied against amounts owing by Molecular Insight Pharmaceuticals with respect to its minimum purchase commitment in such month. In the event that Nordion elects to suspend Manufacture of Azedra due to Molecular Insight Pharmaceuticals failure to meet its minimum purchase obligation pursuant to this Section 4.3 and Molecular Insight Pharmaceuticals subsequently cures such failure, Nordion agrees to resume Manufacture of Azedra within fifteen (15) business days of such cure.

Minimum Purchase Obligation. Licensee guarantees, subject to LMI’s ability to supply, a minimum purchase of Sestamibi Products as set forth in this Section. (a) Licensee shall purchase from LMI at least the Minimum Quantity (as hereinafter defined) of Sestamibi Products. Compliance with such Minimum Quantity will be determined on ****, ****, and at the end of each **** thereafter (each a “Compliance Period”). In any Compliance Period in which Licensee does not purchase at least the applicable Minimum Quantity of Sestamibi Products from LMI, Licensee shall within twenty (20) days of the end of such Compliance Period (i) purchase the Shortfall Amount (as hereinafter defined) for such Sestamibi Products and (ii) in the event any such Shortfall Amount is greater than **** percent (****%) of such applicable Minimum Quantity, in addition to such purchase obligation, shall pay LMI an additional **** ($****) per dose for all doses in such Shortfall Amount. Within three (3) weeks prior to the end of any Compliance Period, Licensee shall (i) make a good faith estimate of additional amounts of **** Sestamibi Product and **** Product necessary for Licensee to purchase to be in compliance with the Minimum Quantity for such Compliance Period, and (ii) use commercially reasonable efforts to place purchase orders for such additional amounts.

Minimum Purchase Obligation. Throughout the Term, Isologic guarantees to purchase from LMIC at least the following quantities of Products (each of clauses (a) through (e) individually, a Product’s applicable “Minimum Purchase Requirement” and, collectively, the “Minimum Purchase Requirements”): (a) percent (***%) of the Isologic Radiopharmacies’ total requirements of Generators (measured in curies purchased, regardless of size); (b) percent (***%) of the Isologic Radiopharmacies’ total requirements of Thallium (measured in millicuries purchased, regardless of size); (c) percent (***%) of the Isologic Radiopharmacies’ total requirements of Gallium (measured in millicuries purchased, regardless of size); (d) All of the Third Party Products in LMIC’s inventory as of the Effective Date in the quantities set forth in the Product Schedule. Throughout the Term, Isologic agrees that ***. Notwithstanding the foregoing, Isologic will not be deemed to be in breach of Section 3.1(a) to the extent that the specific quantities of product required to be purchased by Isologic under its Conflicting Agreement causes it to fail to meet its Minimum Purchase Requirements for the analogous Product in any Measurement Period through the ***. For the avoidance of doubt, (1) the full amount of the Minimum Purchase Commitments for all other Products for all Measurement Periods will apply at all times throughout the Term and (2) the full amount of the Minimum Purchase Commitments for such analogous Product for all Measurement Periods commencing in the *** will apply at all times throughout the Term.

Minimum Purchase Obligation. During the Term of this Agreement BIOMEDICA commits to purchase or otherwise pay MIP certain guaranteed monthly minimum amounts. Such guaranteed monthly minimum amounts shall commence at the beginning of Q3 2010 and continue through Q4 2013 inclusive. The cumulative guaranteed monthly minimum amount due in any given quarter shall define a target guaranteed quarterly minimum amount for calculating any underachievement adjustment or overachievement adjustment to be received by BIOMEDICA in an immediately subsequent quarter under the conditions set forth in 3.1.1 and 3.1.2. 3.1.1 Adjustments Underachievement Associated with Minimum Purchase Obligation. ****** of any payment made by BIOMEDICA to meet a Minimum Purchase Obligation amount in any particular quarter will be applied by MIP as an Underachievement Adjustment against any overachievement amount in excess of a subsequent quarter’s Guaranteed Quarterly Minimum Purchase Amount. In no case shall such an underachievement adjustment exceed any payment due by BIOMEDICA to MIP in excess of the minimum payment required in the subsequent quarter. In no case will the underachievement adjustment survive beyond such subsequent quarter. In no event will the underachievement adjustment reduce the subsequent quarter’s target Guaranteed Quarterly Minimum Amount to less than zero. ****** 3.1.2 Adjustments Overachievement Associated with Minimum Purchase Obligation. ****** of any amount paid by BIOMEDICA in excess of the Guaranteed Quarterly Minimum Amount due in any particular quarter for Compound and/or Product, where such payment has taken into account any overachievement or underachievement adjustments, will be applied by MIP as an Overachievement Adjustment against any underachievement amount that may be owed by BIOMEDICA toward the subsequent quarter’s target Guaranteed Quarterly Minimum Amount. In no case will the overachievement adjustment survive beyond such subsequent quarter. In no event will the overachievement adjustment reduce the subsequent quarter’s target Guaranteed Quarterly Minimum Amount to less than zero. ******

Minimum Purchase Obligation. The Distributor agrees to purchase from Lucid minimum agreed quantity of product in the first, second and third years of the Agreement, excluding demonstration product. These quantities to be agreed by both parties in the initial detailed sales plan noted in clause 9D and amended with further agreement in subsequent annual sales plans

Minimum Purchase Obligation. CareDx shall purchase at least the following amounts of Supplied Products for each Contract Year listed in the table below, subject to the following: (a) Royalties paid under Section 9.3 in a Contract Year shall count towards the minimum amounts required in the table below for such Contract Year; (b) If in a Contract Year, CareDx exceeds the minimum amount set forth below for such Contract Year, the amount in excess shall be counted towards future Contract Years until it is exhausted; and (c) If CareDx fails to meet the minimum amount set forth below in a Contract Year, it shall have until [...***...] after the expiration of the applicable Contract Year to remedy such shortfall (in addition to the minimum amount set forth for the following Contract Year). (d) The minimum purchase obligations under this Section may terminate earlier pursuant to Section 4.2(c) above. (e) Illumina may, in its sole discretion any time after the third anniversary of the Effective Date, terminate the minimum purchase obligations under this Section by providing written notice to CareDx. Contract Year Minimum Amount 1 $[...***...] 2 $[...***...] 3 $[...***...] 4 $[...***...] 5 $[...***...]