Minimum Commitment Amount Clause Samples

Minimum Commitment Amount. During the Commitment Period, the Company shall make Draw Downs of at least five hundred thousand dollars ($500,000), in the aggregate, pursuant to this Agreement. In the event that the Company fails to make Draw Downs of at least five hundred thousand dollars ($500,000), in the aggregate, during the Commitment Period, the Company shall pay the Purchaser, as liquidated damages, within five (5) days from the end of the Commitment Period, an amount based on the following formula: $250,000 - [(Aggregate Draw Downs x $250,000)/$500,000]

Minimum Commitment Amount. If during the Commitment ------------------------- Period the Company, for any reason (including a failure to cause a Registration Statement to be declared effective under the Registration Rights Agreement), fails to issue and deliver Put Shares having an aggregate Purchase Price equal to or exceeding the Minimum Commitment Amount, then, the Company shall, by the tenth Business Day following the Commitment Period, pay to the Investors, in cash, an amount equal to the product of (a) the Undrawn Amount and (b) the Market Price less the Purchase Price, measured on the day of expiration of the Commitment Period.

Minimum Commitment Amount. Subject to and pursuant to the terms and conditions provided in this Agreement, Nielsen will purchase Services from TCS during the Initial Term and, if elected by Nielsen, the Extension Period, in an amount not less than the minimum commitment amount provided in Schedule C (“Minimum Commitment Amount” or “MCA”). For the avoidance of doubt, Nielsen Affiliates are not obligated to separately purchase a minimum aggregate amount and any fees paid for Services delivered to Affiliates of Nielsen pursuant to this Agreement shall count toward the MCA. Nielsen shall be under no obligation to purchase any additional Services during the Term once the aggregate amount of Services purchased pursuant to this Agreement equals the MCA. The following amounts shall count toward ▇▇▇▇▇▇▇’▇ fulfillment of the MCA: (a) all fees paid to TCS by Nielsen and its Affiliates for Services (including fees paid for Services performed by TCS Group and Approved Subcontractors under Section 10.11 of this Agreement on behalf of TCS) during the Term and, in the case of termination of this Agreement prior to the end of the Term, for Termination-Expiration Services performed during the Termination-Expiration Period; (b) all fees paid to TCS by Nielsen and its Affiliates for Services performed on or after the Agreement Effective Date for SOWs in effect as of the Agreement Effective Date; (c) all fees paid to TCS by Nielsen and its Affiliates or its suppliers for any services provided to such suppliers pursuant to Section 19 herein; (d) all fees paid to the alternate source pursuant to Section 16.2(b) during the thirty (30) day period described therein less any amount paid or reimbursed to Nielsen by TCS pursuant to Section 16.2(b) for such period; (e) all fees paid to TCS by Nielsen under any other agreements or SOWs between the Parties or any Nielsen Affiliate (except and to the extent any such other agreement expressly excludes eligibility of fees paid thereunder counting toward the MCA as approved by ▇▇▇▇▇▇▇’▇ Executive Vice President and both Parties’ Global Relationship Managers); and (f) Services provided by TCS to divested ▇▇▇▇▇▇▇ business as provided in Section 3.4(d).

Minimum Commitment Amount. During the first 12 months following the Effective Date, the Company shall make Draw Downs of at least $1,500,000.00, in the aggregate, pursuant to this Agreement, subject to the limitations of Section 3.1. The Purchaser covenants with the Company as follows: