Shortfall Payment Sample Clauses

Shortfall Payment. If for any period, ▇▇▇▇’▇ fails to meet its obligation to purchase the entirety of the Territory Requirements from The Lion, for any reason other than (i) The Lion’s inability or refusal to supply Products conforming to this Agreement (including on account of Force Majeure, as referred to in Section XIII(c)), or (ii) ▇▇▇▇’▇ exercise of its right to have Products brewed, produced, bottled and packaged at another production facility other than The Lion as set forth in Section I(d)(3) then, without prejudice to The Lion’s other rights, ▇▇▇▇’▇ shall pay The Lion an amount equal to the applicable Co-packing Fee for the Products that ▇▇▇▇’▇ was obligated to (but did not) purchase from The Lion during the applicable period (the “Shortfall Payment”).

Shortfall Payment. If, for a given Performance Year, beginning in the First Event Test Year, Lessee fails to meet the Minimum Event Levels, then Lessee, as Lessor’s sole and exclusive remedy for such failure, shall pay to Lessor within thirty (30) days of the end of such Performance Year an amount equal to the product of (x) [*****] times (y) the sum of all Target Shortfalls during such Performance Year (the “Shortfall Payment”).

Shortfall Payment. (a) Unless Sellers have made a Non-Shortfall Election (as defined in Section 2.10), at the close of business on the Marketing Termination Date (which shall be the twentieth (20th) Business Day (or, in the event Sellers exercise their Delay Election (as defined below) on the fortieth (40th) Business Day) after the later of (x) the Registration Statement Effective Date and (y) the Closing Date), if each Seller has not received an aggregate of at least one-half of the Minimum Realized Proceeds Amount (as defined below) from that portion of the Total Proceeds attributable to the Non-Escrowed Shares, then on the third (3rd) Business Day after the Marketing Termination Date, Purchaser will pay to each such Seller an amount equal to such shortfall payable in immediately available funds by wire transfer to an account designated by each Seller (such payments being herein referred to as the "Shortfall Payments" and the day such Shortfall Payments are due shall be referred to herein as the "Settlement Date"); provided, however, that if, on the Settlement Date, there are any previously executed trades of Shares for which settlement is then pending, the Settlement Date shall be postponed for up to three (3) Business Days to permit settlement thereof. On the Settlement Date, each Seller who receives a Shortfall Payment shall, as a condition precedent to Purchaser's obligation to make the Shortfall Payment to such Seller, deliver to Purchaser in consideration therefor, and Purchaser shall acquire ownership of, all unsold Non-Escrowed Shares of such Seller. Any amounts owed by such Seller under a Loan or the related Pledge Agreement (as defined in Section 2.04(b)) outstanding on the Settlement Date shall be set off against the amount of the Shortfall Payments and such Seller's obligations thereunder shall be deemed to be satisfied in full and such Loan or Loans shall be canceled. At the sole option of the Sellers, the Sellers may delay the Marketing Termination Date by twenty (20) Business Days (a "Delay Election") by delivering to Purchaser, on or before the second (2nd) Business Day after the date on which Sellers receive written notice from Purchaser that the Registration Statement Effective Time has occurred, a writing executed by both Sellers stating that the Sellers thereby make a Delay Election pursuant to the terms of this Section 2.03. If it does not occur sooner under the terms hereof, then the Settlement Date shall be on September 30, 1999. The "Minimum Realize...

Shortfall Payment. If Purchaser orders fewer Product Units than [*] of the applicable Minimum Volume Commitment during any calendar year of this Agreement, Romeo may invoice Purchaser in an amount equal [*]. Purchaser will pay any invoice submitted pursuant to this Section 4(c) within thirty (30) days of the date thereof. For avoidance of doubt, a Product Unit will be deemed to be ordered by Purchaser for purposes of this Section 4(c) if (i) it is accepted by Romeo pursuant to Sections 2 (Purchase Orders) and 3 (Review and Acceptance) above; (ii) it was ordered by Purchaser but rejected by Romeo without an opportunity for Purchaser to rectify the PO; or (iii) it conforms in all respects to the lead time, pricing, specification, warranty and other terms of this Agreement. Any Shortfall Payment is contingent upon Satisfactory Completion of the Test Campaign and Romeo supplying Product Units materially in compliance with the Lead Time, Specifications and meeting the Quality Standard in the prior calendar year. For avoidance of doubt, Purchaser will not be liable for any Shortfall Payment until (1) Satisfactory Completion of the Test Campaign and (2) Romeo’s compliance with this Subsection 4(c).

Shortfall Payment. In the event that the Actual Microsoft Revenue accrued to Microsoft in a given Year (as such term is defined in Section 3.9) is less than the Minimum Guaranteed Revenue above, FairMarket agrees to remit to Microsoft the difference no later than 45 days following the end of each Year. Minimum guarantees are viewed on an annual basis and not on a cumulative basis; for example, any shortfall that FairMarket paid to Microsoft for a given Year would not be paid back by Microsoft in future Years, even if FairMarket exceeded the Minimum Guaranteed Revenue in future Years. The Minimum Guaranteed Revenue shall apply only in the event that Microsoft meets or exceeds the Minimum Annual Visit guarantees as described in Section 3.9, but in any event, FairMarket shall pay no less than the allocable portion of Actual Microsoft Revenue for any given Year.

Shortfall Payment. If Client does not purchase such Minimum Requirement during a Contract Year, then within [*] after the end of such Contract Year, Client shall pay Catalent the amount calculated as follows (the “Shortfall Payment”):

Shortfall Payment. The minimum incremental value (equalized) for the tax year , based on an assessment date of January 1, , shall be $ ; for each year thereafter, the minimum incremental value (equalized) for each subsequent year, based on an assessment date of January l of such year, shall be $ . If the development does not achieve a minimum incremental value of $ , the Citywill charge a Shortfall Payment. For each year that the City determines that a Shortfall Payment is due and owing, the City shall notify Developer of the amount of the Shortfall Payment due and owing for that tax year, and such payment shall be due and payable to the City by not later than January 31 of the next ensuing year (i.e. if a Shortfall Payment is due and owing for tax year 2026 based on the actual assessed value of the Property as of the January 1, 2025 assessment date, such payment shall be due and owing and shall be payable by not later than January 31, 2026 for the 2025 tax year).

Shortfall Payment. In the event that the value of common stock on the applicable Notification Date is less than the value of the common stock on the Issuance Date for the payment due on October 12, 2014, or the Second Issuance Date for the payment due on October 12, 2015, the difference shall be paid to Lessor by URI in cash or by wire transfer (in accordance with Section 4 of the Mining Lease) within three business days of the Notification Date. If the brokerage fee for the sale of the stock exceeds $250.00, URI agrees to reimburse the brokerage fee in excess of $250.00 to Lessor within three days of notice of the sale of the stock and delivery to URI of documentation of the brokerage fee by Lessor.

Shortfall Payment. The minimum incremental value (equalized) for the tax year 2026, based on an assessment date of January 1, 2026, shall be $12,300,000; for each year thereafter, the minimum incremental value (equalized) for each subsequent year, based on an assessment date of January l of such year, shall be $12,300,000 until 2029, at which time the other four (4) buildings will be completed and the total assessed value will be $24,600,000. If the total completed development does not achieve a minimum incremental value of $24,600,000, the City will charge a Shortfall Payment. For each year that the City determines that a Shortfall Payment is due and owing, the City shall notify Developer of the amount of the Shortfall Payment due and owing for that tax year, and such payment shall be due and payable to the City by not later than January 31 of the next ensuing year (i.e. if a Shortfall Payment is due and owing for tax year 2027 based on the actual assessed value of the Property as of the January 1, 2026 assessment date, such payment shall be due and owing and shall be payable by not later than January 31, 2027 for the 2026 tax year).