MINIMUM PURCHASE REQUIREMENT; PARTIAL EXCLUSIVITY Sample Clauses

MINIMUM PURCHASE REQUIREMENT; PARTIAL EXCLUSIVITY. (a) Minimum Case Purchases. During each Annual Period (as defined below in Section 5(a)) during the Term, TFM will endeavor to purchase from Supplier a minimum of [***] cases of Product (the “Minimum Purchase Goal”) for resale at its TFM Stores. In addition, TFM will purchase from Supplier in each of the first [***] Annual Periods, a minimum of [***] cases of Product, and in the aggregate during the Term, a minimum of [***] cases of Product (the “Minimum Purchase Requirement”) for resale at its TFM Stores. In the event TFM does not meet the Minimum Purchase Requirement prior to the end of the [***] Annual Period, TFM shall have the option to extend the Initial Term for [***] to enable TFM to meet the Minimum Purchase Requirement. In the event TFM does not meet the Minimum Purchase Requirement prior to the end of the [***] Annual Period, TFM shall have the option to extend the Initial Term for [***] to enable TFM to meet the Minimum Purchase Requirement. In the event the Initial Term is extended for either a [***] or [***] Annual Period, then the Renewal Term set forth in Section 1(a) above shall be applicable at the expiration of the [***] Annual Period, as applicable. In the event that TFM fails to meet the Minimum Purchase Requirement by the end of the Initial Term (as may be extended pursuant to this Section 3(a)), then TFM shall pay to Supplier on demand an amount equal to: [***] times the difference obtained by subtracting the number of cases of Product actually ordered (excluding any Permitted Outs (as defined below in Section 4(b)) by TFM during the Initial Term (as may be extended pursuant to this Section 3(a)) from [***]