Shortfall Payment. If for any period, Xxxx’x 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) Xxxx’x 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, Xxxx’x shall pay The Lion an amount equal to the applicable Co-packing Fee for the Products that Xxxx’x 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. 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 at any time prior to the date the Division sends Respondent the first bill under Paragraph 112.c (Periodic Bill), the balance in the Anaconda Copper Mine Site Special Account falls below one-half of the pre-payment amount required under sub-Paragraph 112.a, the Division will so notify Respondent. Respondent shall, within 30 days after receipt of such notice, pay one-half of the pre-payment amount required under sub-Paragraph 112.a to the Division in accordance with the instructions provided in Paragraph 116. The amounts paid shall be deposited by the Division in the Anaconda Copper Mine Site Special Account and retained and used by the Division to conduct or finance future response actions at or in connection with the Site and not for any other purpose.
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. 13 SECTION 2.04.
Shortfall Payment. Beginning in 2022, if Purchaser purchases fewer Product Units than the 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 5(c) within [*] days of the date thereof.
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 Payments payable on the Minimum Requirement for any particular Contract Year shall be reduced by any Firm Commitment Payments previously made or made at the same time by Client with respect to any quarterly Firm Commitment during that same Contract Year. For clarity, payments made in accordance with this Section 4.1.B shall cure the applicable failure by Client to purchase Minimum Requirements, in full, and Catalent shall have no further right to seek damages or terminate this Agreement as a result of such failure.
Shortfall Payment. (a) For purposes of this Section 9.2, the Managing Member and the Investor Member agree that the Huntcliff IL Facility and the Huntcliff AL Facility shall be marketed and sold as one property and shall be deemed to constitute one property. The term "
