Commissionable Customer definition
Commissionable Customer means and include any prospective customer identified by the AGENT which has not previously been a customer of the Company through the AGENT (each, an “AGENT Customer”); (ii) “Commissionable Sales” shall mean sales of computer hardware, software and related technology products offered for sale by the Company which are made to the “Agent Customer” and (iii) “Gross Profits” on Commissionable Sales for any Calendar month shall mean all amounts invoiced by the Company during such month on account of Commissionable Sales made by AGENT less the sum of (a) any direct or indirect costs incurred by the Company in connection with such sales (including, without limitation, the cost of goods sold and any related shipping and handling charges), (b) any sales returns, allowances or discounts with respect to Commissionable Sales (whether such Commissionable Sales were made during that month or any prior month), and (c) any taxes, duties or other fees payable by the Company with respect to Commissionable Sales (whether such Commissionable Sales were made during that month or any prior month. In the event that: (i) the Company is unable, for any reason, to collect all or any portion of the amount invoiced on account of any Commissionable Sale, (ii) the Company deems it advisable in its sole and absolute discretion to retrain from collecting all or any portion of the amount invoiced on account of any Commissionable Sale, (iii) the Company believes in its sole and absolute discretion that all or any portion of an amount invoiced on account of any Commissionable Sale may be uncollectable or otherwise credited or returned to the Commissionable Customer, or (iv) the Company for any reason returns or otherwise credits to the Commissionable Customer all or any portion of an amount invoiced on account of any Commissionable Sale, and, with respect to any such invoiced amounts set forth in clause (i) through (v) above, the, AGENT was previously paid a Commission, then, at the Company’s election, the Company may either set off the Commission paid on account of any such Commissionable Sales against future Commissions earned hereunder or the AGENT shall promptly repay the Commission paid on account of any such Commissionable Sales to the Company; it being expressly understood and agreed that in no event shall AGENT’S liability to Company for uncollected receivables, returns or credits exceed the Commission actually paid by Company to AGENT in respect of the affected sale.