DISTRIBUTOR MINIMUM PURCHASE REQUIREMENTS Sample Clauses

DISTRIBUTOR MINIMUM PURCHASE REQUIREMENTS. [*] [*] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

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DISTRIBUTOR MINIMUM PURCHASE REQUIREMENTS. Distributor Minimum Purchase Requirements of Products within the Territory shall be: Year Minimum Purchase Requirement 2021 $XXX 2022 $XXX 2023 and beyond $XXX ZO’s remedies for Distributor’s failure to meet the Minimum Purchase Requirements of Products and Related Products are set forth in Section 4.1 of this Agreement. The above dollar amounts refer to United States Currency. EXHIBIT A-1 PRODUCT LIST ITEM NO. PRODUCT DESCRIPTION SIZE Suggested Retail Price Suggested Price to Customers DISTRIBUTOR PRICE GETTING SKIN READY® 962000 Exfoliating Cleanser Normal to Oily 200 mL / 6.7 Fl. Oz. $XXX $XXX $XXX 965000 Hydrating Cleanser Normal to Dry 200 mL / 6.7 Fl. Oz. $XXX $XXX $XXX 900300 Gentle Cleanser All Skin Types 200 mL / 6.7 Fl. Oz. $XXX $XXX $XXX 900400 Exfoliating Polish 65 g / 2.3 Oz. $XXX $XXX $XXX 900500 Dual Action Scrub 116 g / 4 Oz $XXX $XXX $XXX 928000 Complexion Renewal Pads 60 Pads $XXX $XXX $XXX 900800 Oil Control Pads 60 Pads $XXX $XXX $XXX 920500 Calming Toner pH Balancer 180 mL / 6 Fl. Oz. $XXX $XXX $XXX PREVENT + CORRECT 905400 Pigment Control Crème (4% HQ) 80 mL / 2.7 Fl. Oz. $XXX $XXX $XXX 906000 Pigment Control + Brightening Crème (4% HQ + 20% Vit C) 81 mL / 2.8 Fl. Oz. $XXX $XXX $XXX 905700 Pigment Control & Blending Crème (4% HQ) 80 mL / 2.7 Fl. Oz. $XXX $XXX $XXX 904200 Daily Power Defense 50 mL / 1.7 Fl. Oz. $XXX $XXX $XXX 904400 Growth Factor Serum 30 mL / 1 Fl. Oz. $XXX $XXX $XXX 912700 Firming Serum 47 mL / 1.6 Fl. Oz. $XXX $XXX $XXX 918400 Wrinkle + Texture Repair 50 mL / 1.7 FL. Oz $XXX $XXX $XXX 904000 Radical Night Repair 60 mL / 2 Fl. Oz. $XXX $XXX $XXX 904000 10% Vitamin C 50 mL / 1.7 Oz. $XXX $XXX $XXX 905200 Exfoliation Accelerator 50 mL /1.7 FL. Oz $XXX $XXX $XXX 941800 Instant Pore Refiner 29 g / 1 Oz. $XXX $XXX $XXX 905100 Enzymatic Peel 50 mL / 1.7 Oz. $XXX $XXX $XXX 940700 Brightalive® 50 mL / 1.7 Oz. $XXX $XXX $XXX 950500 Retinol Skin Brightener (1%) 50 mL /1.7 FL. Oz $XXX $XXX $XXX 950300 Retinol Skin Brightener (0.5%) 50 mL /1.7 FL. Oz $XXX $XXX $XXX 950400 Retinol Skin Brightener (0.25%) 50 mL /1.7 FL. Oz $XXX $XXX $XXX 907000 Acne Control 60 mL / 2 Fl. Oz. $XXX $XXX $XXX 930700 Complexion Clearing Masque 85 g / 3 Oz. $XXX $XXX $XXX 907100 Correct & Conceal Acne Treatment - Light 2.3 g / .09 Oz $XXX $XXX $XXX 907200 Correct & Conceal Acne Treatment - Medium 2.3 g / .09 Oz $XXX $XXX $XXX 907400 Rozatrol® 50 mL / 1.7 Oz. $XXX $XXX $XXX

Related Clauses

• Minimum Purchase Requirements
• Minimum Purchase
• Minimum Sales
• Minimum Orders
• Xxxxx Purchases
• Minimum Requirements
• Xxxxxxxx-Xxxxx Act Requirements
• Payment Requirements
• Delivery Schedule
• Firm Orders

Related to DISTRIBUTOR MINIMUM PURCHASE REQUIREMENTS

• Minimum Purchase Requirements Distributor shall make the minimum annual purchase of Products established in Exhibit B, unless the Agreement has become coexclusive. In the period within the fixed term and extension, if applicable, of the Agreement under Section 10(a) subsequent to [ * ], the parties shall meet in San Francisco at least [ * ] prior to the beginning of each of respective year to discuss market conditions and appropriate minimum purchases for such year. In the event that the parties fail to agree on an appropriate minimum any year subsequent to [ * ], the minimum annual purchase requirement for such year shall be calculated increasing or decreasing (as the case may be) the minimum purchase requirement for the preceding year in proportion to the increase or decrease in the [ * ] (based on data from mutually acceptable data provider) of the applicable product in the Territory. In the event Supplier is unable to deliver Products ordered by Distributor in an amount consistent with the most recent forecast, then the minimum annual purchase requirement shall be reduced by the quantity of Products that Supplier is unable to deliver when requested. In the event Distributor fails in any year (a “Shortfall Year”) to make the annual minimum purchase of Agreement Products required by Exhibit B, Supplier shall have the right to give Distributor written notice of default, and if such failure to make the minimum purchase is not cured (through the purchase of an amount of Agreement Product equal to the entire shortfall in the Shortfall Year, which amount shall not be counted towards any minimum purchase requirements for the year of purchase) within [ * ] of receipt of the notice, then Supplier shall have the right, in Supplier’s sole discretion and as Supplier’s sole remedy for Distributor’s failure to meet the minimum purchase requirements hereunder, either to convert the appointment of Distributor from exclusive to non-exclusive or to terminate this Agreement. In the event of either conversion to non-exclusive or termination of this Agreement pursuant to this Section 3(e), the Supplier shall pay Distributor a conversion fee equal to [ * ], and Distributor shall transfer all Regulatory Approvals relating to BMS or DES in the Territory to Supplier.
• Minimum Purchase Broker-Dealer shall not sell fewer than $5,000 in Notes to any purchaser without the prior written consent of Issuer.
• Minimum Sales 4.1 The minimum volume of sales of the Products that CSR commits to use its best efforts to achieve in the Territory on an annual basis in the first Agreement Year is 60,000 gallons (avg. 5,000 gallons per month). RCAI will review the annual volumes of sales of the Products prior to the beginning of any successive term during which this Agreement may continue and RCAI may change and adjust such minimums as it, in its sole judgment, sees fit.
• Minimum Orders Client may order Manufacturing Services for batches of Products only in multiples of the Minimum Order Quantities as set out in Schedule B to a Product Agreement.
• Xxxxx Purchases The Company acknowledges and agrees that Xxxxx has informed the Company that Xxxxx may, to the extent permitted under the Securities Act and the Exchange Act, purchase and sell shares of Common Stock for its own account while this Agreement is in effect, provided, that (i) no such purchase or sales shall take place while a Placement Notice is in effect (except to the extent Xxxxx may engage in sales of Placement Shares purchased or deemed purchased from the Company as a “riskless principal” or in a similar capacity) and (ii) the Company shall not be deemed to have authorized or consented to any such purchases or sales by Xxxxx.
• Minimum Requirements With respect to the Notes, the Issuers shall not have any obligations with respect to any underwriters or underwritten offering except a single underwritten offering of $270 million or more of Registrable Securities.
• Xxxxxxxx-Xxxxx Act Requirements To the extent any documents are required to be filed or any certification is required to be made with respect to the Issuer or the Notes pursuant to the Xxxxxxxx-Xxxxx Act, the Issuer hereby authorizes the Servicer and the Seller, or either of them, to prepare, sign, certify and file any such documents or certifications on behalf of the Issuer.
• Payment Requirements All amounts to be paid or deposited by any Seller Party pursuant to any provision of this Agreement or any other Transaction Document shall be paid or deposited in accordance with the terms hereof no later than 11:00 a.m. (Chicago time) on the day when due in immediately available funds, and if not received before 11:00 a.m. (Chicago time) shall be deemed to be received on the next succeeding Business Day. If such amounts are payable to (i) Agent, they shall be paid to Agent for its own account, in accordance with the applicable instructions set forth on Schedule C and (ii) any Purchaser Agent or Purchaser, they shall be paid to the Purchaser Agent for such Person’s Purchaser Group, for the account of such Person, in accordance with the applicable instructions set forth on Schedule C, in each case until otherwise notified by Agent or the related Purchaser Agent, as applicable (each instruction set forth in clauses (i) and (ii) being a “Payment Instruction”). Upon notice to Seller, Agent (on behalf of itself and/or any Purchaser) may debit the Facility Account for all amounts due and payable hereunder. All computations of Financial Institution Yield, per annum fees or discount calculated as part of any CP Costs, per annum fees hereunder and per annum fees under any Fee Letter shall be made on the basis of a year of 360 days for the actual number of days elapsed. If any amount hereunder or under any other Transaction Document shall be payable on a day which is not a Business Day, such amount shall be payable on the next succeeding Business Day.
• Delivery Schedule The scheduled months of delivery of the Aircraft are listed in the attached Table 1. Exhibit B describes certain responsibilities for both Customer and Boeing in order to accomplish the delivery of the Aircraft.
• Firm Orders Unless otherwise agreed in the Product Agreement, the first [**] of the Rolling Forecast will be considered binding firm orders. The remaining [**] of each Rolling Forecast submitted by Client shall be for planning purposes only, and thus shall not be binding. Concurrent with the [**] forecast, Client will issue a new firm written order in the form of a purchase order or otherwise (“Firm Order”) by Client to purchase and, when accepted by Patheon, for Patheon to manufacture and deliver the agreed quantity of the Products. The Delivery Date will not be less than [**] days following the date that the Firm Order is submitted. Firm Orders submitted to Patheon will specify Client's purchase order number, quantities by Product type, monthly delivery schedule, and any other elements necessary to ensure the timely manufacture and shipment of the Products. The quantities of Products ordered in those written orders will be firm and binding on Client and may not be reduced by Client. Expedited Firm Orders will be subject to additional fees.