Common use of Termination for Breach of Metrics Clause in Contracts

Termination for Breach of Metrics. The failure of Flextronics to obtain performance results better than or equal to the Minimum Performance Baseline on the report card with respect to any Product Family as a result of any act or omission within Flextronics’s Control and Responsibility, for three (3) consecutive months (measured as the weighted average of the scorecards for each of those months), constitutes a material breach of Flextronics’s obligations under this Agreement with respect to that Product Family. The failure of Flextronics to obtain performance results better than or equal to the Continuous Improvement Baseline on the report card with respect to any Product Family as a result of any act or omission within Flextronics’s Control and Responsibility, for three (3) consecutive calendar quarters (measured as the weighted average of the scorecards for each of those quarters), constitutes a material breach of Flextronics’s obligations under this Agreement with respect to that Product Family. Such a material breach shall entitle Nortel Networks, at its discretion, to terminate its obligation to purchase the Allocation for the applicable Product Family. If Nortel Networks does not exercise its right to terminate for such breach, any applicable liquidated damages owing pursuant to Sections 2.4.2 and 2.4.3 will be paid by Flextronics for each successive month that Flextronics fails to obtain metric target as set out herein. If Nortel Networks does exercise its right to terminate for such breach, Flextronics’s liability for any damages Nortel Networks may have suffered due to the breach shall be reduced by the amount of liquidated damages already paid. If Flextronics disputes whether there has been a material breach for purposes of this Section

Termination for Breach of Metrics. The failure of Flextronics to obtain performance results better than or equal to the Minimum Performance Baseline on the report card with respect to any Product Family as a result of any act or omission within Flextronics’s Control and Responsibility, for three (3) consecutive months (measured as the weighted average of the scorecards for each of those months), constitutes a material breach of Flextronics’s obligations under this Agreement with respect to that Product Family. The failure of Flextronics to obtain performance results better than or equal to the Continuous Improvement Baseline on the report card with respect to any Product Family as a result of any act or omission within Flextronics’s Control and Responsibility, for three (3) consecutive calendar quarters (measured as the weighted average of the scorecards for each of those quarters), constitutes a material breach of Flextronics’s obligations under this Agreement with respect to that Product Family. Such a material breach shall entitle Nortel Networks, at its discretion, to terminate its obligation to purchase the Allocation for the applicable Product Family. If Nortel Networks does not exercise its right to terminate for such breach, any applicable liquidated damages owing pursuant to Sections 2.4.2 and 2.4.3 will be paid by Flextronics for each successive month that Flextronics fails to obtain metric target as set out herein. If Nortel Networks does exercise its right to terminate for such breach, Flextronics’s liability for any damages Nortel Networks may have suffered due to the breach shall be reduced by the amount of liquidated damages already paid. If Flextronics disputes whether there has been a material breach for purposes of this Sectionout