Common use of Services Pricing Clause in Contracts

Services Pricing. (a) In consideration of making the Services available to R&DCo and the other R&DCo Group Members under this Agreement, R&DCo shall pay Ikaria $772,000.00 per month (the “Service Cost”). The Parties agree that any pricing information set forth on Schedule A is for information purposes only and shall not affect the amount to be paid by R&DCo to Ikaria hereunder, and R&DCo acknowledges that the fees set forth in this Section 2.1(a) are due to Ikaria regardless of the frequency or quantity of Services actually utilized by R&DCo or the other R&DCo Group Members under this Agreement, and that all such fees are non-refundable. In addition, R&DCo shall promptly reimburse Ikaria for any and all out-of-pocket expenses incurred in connection with the provision of Services hereunder, and if performing the Services requires resources outside of the existing resources of Ikaria or otherwise interferes with the ordinary operations of the Ikaria Business (in either case, the “Extraordinary Services”), then R&DCo shall pay, in addition to the Service Cost, the costs and expenses incurred by Ikaria in connection with performing such Extraordinary Services. (b) Concurrently with the execution of this Agreement, the Parties are entering into an escrow agreement with a third party escrow agent (the “Escrow Agreement”). Pursuant to the terms of the Escrow Agreement, concurrently with the execution of this Agreement R&DCo shall deposit $18,528,000 into escrow, and Ikaria shall have the right to withdraw the monthly Service Cost from such escrow on a monthly basis in arrears.

Services Pricing. (a) In consideration of making the Services available to R&DCo and the other R&DCo Group Members under this Agreement, R&DCo shall pay Ikaria $772,000.00 per month (the “Service Cost”). The Parties agree that any pricing information set forth on Schedule A is for information purposes only and shall not affect the amount to be paid by R&DCo to Ikaria hereunder, and R&DCo acknowledges that the fees set forth in this Section 2.1(a) are due to Ikaria regardless of the frequency or quantity of Services actually utilized by R&DCo or the other R&DCo Group Members under this Agreement, and that all such fees are non-refundable. In addition, R&DCo shall promptly reimburse Ikaria for any and all out-of-pocket expenses incurred in connection with the provision of Services hereunder, and if performing the Services requires resources outside of the existing resources of Ikaria or otherwise interferes with the ordinary operations of the Ikaria Business (in either case, the “Extraordinary Services”), then R&DCo shall pay, in addition to the Service Cost, the costs and expenses incurred by Ikaria ▇▇▇▇▇▇ in connection with performing such Extraordinary Services. (b) Concurrently with the execution of this Agreement, the Parties are entering into an escrow agreement with a third party escrow agent (the “Escrow Agreement”). Pursuant to the terms of the Escrow Agreement, concurrently with the execution of this Agreement R&DCo shall deposit $18,528,000 into escrow, and Ikaria ▇▇▇▇▇▇ shall have the right to withdraw the monthly Service Cost from such escrow on a monthly basis in arrears.