4-Year Period definition
Examples of 4-Year Period in a sentence
Until the expiration of the 4-Year Period, either AMD Member’s or Fujitsu Member’s failure to fund its pro rata portion of (i) an Operations Shortfall Amount pursuant to Section 4.4 or (ii) any other financing required pursuant to the terms of this Agreement shall be a “Breach” (such Member so failing to fund, the “Breaching Member”).
If at any time during the 4-Year Period, the Company intends to spend an amount on (i) Capex or (ii) R&D and G&A (taken together), which, together with previous amounts spent for (i) Capex or (ii) R&D and G&A (taken together), exceeds the cumulative dollar limits for such category or categories, as the case may be, from the Launch Date through such time of determination set forth in the 4-Year Fixed Financial Support Plan, then a “Financing Shortfall” shall be deemed to occur.
During the 4-Year Period, the Company shall cause FASL (Japan)’s headquarters to be in Tokyo and FASL (Japan)’s functions to include: (a) marketing (for Japan and Asia in coordination with the Company’s marketing personnel); (b) manufacturing (for the world-wide market); (c) research and development (for the world-wide market); and (d) administrative.
The value of such stock options will be calculated using the Black-Scholes valuation method using assumptions mutually agreed to by AMD Member and Fujitsu Member as soon as reasonably practicable following the Launch Date and adjusted thereafter as reasonably necessary and as reasonably agreed to by AMD Member and the Company and, during the 4-Year Period, with the consent of Fujitsu Member, which consent shall not be unreasonably withheld or delayed (the “Black-Scholes Value”).
Upon the date that is one (1) year after the last day of the 4-Year Period, Sections 5.1.2(d)and 5.1.2(e) shall be combined so that all debt referred to therein shall be repaid on a pari passu basis, provided that the distinction in the treatment of the Convertible Notes versus Non-Convertible Notes thereunder shall be preserved.
For purposes of this Section, a transaction shall be deemed initiated during the Initial 4-Year Period if InnovaCOM makes an offer to a third party (other than an End User) or vice versa regarding the Licensed Materials during such period, and an agreement reflecting such transaction is ultimately consummated, regardless of whether such consummation occurs during the Initial 4-Year Period.
Specifically, a silicon order shall be subject to royalty payments if: (a) it is placed during the Initial 4-Year Period for any GECKO Product or GECKO Derivative Work; or (b) it is placed prior to the expiration of Year 7 for any additional copies of any GECKO Product or GECKO Derivative Work for which an initial order of silicon was placed during the Initial 4-Year Period.
After the expiration of the 4-Year Period or to the extent otherwise permitted under Section 9.2, a Member may Transfer any portion of its Membership Interest to any other Person, subject to this Section 9.3. In addition, together with any Transfer of any Membership Confidential treatment has been requested for portions of this exhibit.
This credit of $*** shall survive the early termination of this Agreement if this Agreement is terminated for any reason prior to the expiration of the 4-Year Period.
Any transaction involving the sales of GECKO Products by InnovaCOM directly to End Users for which an initial order of silicon is placed by InnovaCOM during the Initial 4-Year Period shall be subject to a royalty as set forth in this Section.