Wind-Down Costs. If the ISO terminates this Agreement early due to the conclusion of the Reliability Need prior to the end of the Term of this Agreement (see Section 2.2.1 above), then the ISO shall pay any demonstrated, actual additional wind-down costs that Owner must incur to place an RMR Generator in a Mothballed Outage or Retired state at the conclusion of this Agreement because the ISO terminated the Agreement early, in accordance with Sections 38.17.5 and 38.17.7 of the OATT. The ISO shall not pay such costs if a (former) RMR Generator continues to participate in the ISO Administered Markets following the conclusion of this Agreement. If Owner does not agree with the ISO’s determination of the actual additional costs it had to incur due to the ISO’s early termination of this Agreement, then Owner may submit a filing to FERC under Section 205 of the FPA seeking recovery of additional costs it will incur due to the ISO’s early termination of this Agreement. The ISO may pay wind-down fees after the termination of this Agreement pursuant to Services Tariff Rate Schedule 8 and recover them from the (former) RMR LSEs under OATT Rate Schedule 14.
Wind-Down Costs. In the event of termination of this Agreement by Sage pursuant to Section 14.4.1.1 (Material Breach) or Section 14.5 (Termination for Insolvency) or termination of this Agreement by Biogen pursuant to Section 14.3 (Termination by Biogen for Convenience), each Party will pay for [**], for (i) [**], or (ii) [**], and (b) Biogen will pay for the costs and expenses for all Clinical Studies conducted by Biogen in support of obtaining Regulatory Approval for Commercialization in the Biogen Territory that are ongoing prior to the date of the written notice from one Party to the other Party under Section 14.4.1.1 (Material Breach), Section 14.5 (Termination for Insolvency) or Section 14.3 (Termination by Biogen for Convenience), as applicable, for (i) all Licensed 217 Products and all Licensed 324 Products, if this Agreement is terminated in its entirety, or (ii) a Region of the Biogen Territory, if this Agreement is terminated in part with respect to such Region of the Biogen Territory, in each case ((a) and (b)), for a period of [**] after the effective date of termination of this Agreement (the “Termination Wind-Down Period”).
Wind-Down Costs. Licensee will pay for (a) the costs and expenses for all Clinical Trials in support of obtaining Regulatory Approval for Commercialization of the Licensed Products in the Licensee Territory that are ongoing prior to the date of the written notice from one Party to the other Party under Section 13.3.1.1, 13.3.1.2, 13.2, 13.4 or 13.5, as applicable, for a period of three months after the effective date of termination of this Agreement (for clarity, Licensee’s payment obligation will continue and extend for such three-month period beyond such obligation existing during the specified notice period in such applicable termination Section), and (b) the reasonable costs and expenses to wind-down any such then on-going Clinical Trials of clause (a) that Eureka identifies will not be continued by written notice to Licensee provided no later than 15 Business Days after the effective date of termination of this Agreement.
Wind-Down Costs. Within ninety (90) days of any Program B Termination Notice under Section 25.4.2 or any termination notice under Section 25.4.3, PARI may notify ABARIS in writing of the reasonable wind-down cost PARI expects to incur as a result of any termination described in such Program B Termination Notice, including reasonable fees owed to third party subcontractors. In the event the Program B Obligations are terminated pursuant to Section 25.4.2 or 25.4.3, subject to the terms and conditions of this Agreement, ABARIS shall pay PARI such reasonable wind-down cost within thirty (30) calendar days after such termination. In the event PARI fails to notify ABARIS of the reasonable wind-down cost under this Section 25.4.4, ABARIS shall not be liable to PARI for such wind-down cost.
Wind-Down Costs. If the ISO terminates this Agreement early due to the conclusion of the reliability need prior to the end of the Term of this Agreement (see Section 2.2.1 above), then the ISO shall pay any demonstrated, actual additional wind-down costs that the RMR Generator must incur to place the Generator in a Mothballed Outage or Retired state at the conclusion of this Agreement because the ISO terminated the Agreement early. The ISO shall not pay such costs if a (former) RMR Generator continues to participate in the ISO Administered Markets following the conclusion of this Agreement. If Owner does not agree with the ISO’s determination of the actual additional costs it had to incur due to the ISO’s early termination of this Agreement, then Owner may submit a filing to FERC under Section 205 of the FPA seeking recovery of additional costs it will incur due to the ISO’s early termination of this Agreement. The ISO may pay wind-down fees after the termination of this Agreement pursuant to Services Tariff Rate Schedule 8 and recover them from the (former) RMR LSEs under OATT Rate Schedule 14.
Wind-Down Costs. In case any Clinical Studies in support of obtaining Regulatory Approval for Commercialization of such Licensed Products in the Field in the Shionogi Territory are ongoing prior to the date of the written notice from one Party to the other Party under Section 12.3, 12.4, 12.5.1.1 or 12.6, as applicable, Shionogi will, at its cost and expense, wind down such ongoing Clinical Studies under applicable Laws by the effective date of termination. If such ongoing Clinical Studies, under applicable Laws, must continue beyond the effective date of termination, Shionogi will pay for the Development Costs for all such ongoing Clinical Studies (i) until the close of such ongoing Clinical Studies or for a period of [***] ([***]) months after the effective date of termination of this Agreement whichever comes earlier in the case of termination by Shionogi pursuant to Section 12.3 or 12.4, or (ii) until the close of such ongoing Clinical Studies or for a period of [***] ([***]) months after the effective date of termination of this Agreement whichever comes earlier in the case of termination by Xxxxx pursuant to Section 12.5.1.1 or 12.6 (for clarity, Shionogi’s payment obligation will continue and extend for the specified period in either clause (i) or (ii), as applicable, beyond such obligation existing during the specified notice period in such applicable termination Section).
Wind-Down Costs. Within sixty (60) days of any Termination Notice under Section 17.3.1 or 17.3.2, PARI may notify SALUS in writing of the reasonable wind-down cost PARI expects to incur as a result of any termination described in such Termination Notice, including reasonable fees owed to third party subcontractors. In the event this Agreement is terminated pursuant to Section 17.3.1 or 17.3.2, subject to the terms and conditions of this Agreement, SALUS shall pay PARI such reasonable wind-down cost within thirty (30) days after such termination. In the event PARI fails to notify SALUS of the reasonable wind-down cost under this Section 17.3.3, SALUS shall not be liable to PARI for such wind-down cost.
Wind-Down Costs. Conseco has disclosed to the Outside Investors all material information relevant to Conseco’s analysis of (a) the costs of winding down the businesses of Exl and Exl (India) and (b) potential liabilities which may be incurred in connection with the winding down of the businesses of Exl and Exl (India), including, but not limited to, all material documentation prepared in connection with such analysis.
Wind-Down Costs. This Section 10.2 describes how Wind Down Costs payable to Supplier under this Agreement in connection with a termination pursuant to Section 16,1(b), 16.1(d), 16.1(e), 16.1(g), or Section 16.1(h) of the General Terms and Conditions shall be calculated. Wind Down Costs are also payable if Health Net (1) terminates this Agreement or a Service Tower pursuant to Section 9.4(g)(iv) of the General Terms and Conditions following a benchmarking exercise, or (2) terminates this Agreement pursuant to 16.1(f) of the General Terms and Conditions following a force majeure event, but only for unaffected Service Towers terminated as a result of a termination of the Agreement. Wind Down Costs are not payable in any other circumstances.
Wind-Down Costs. In the event of a termination for cause by QIAGEN under Section 10.2 or termination without cause by Tokai under Section 10.3, with regard to the terminated Project(s), Tokai shall reimburse QIAGEN’s costs in winding down the Project, which shall be calculated as follows: An amount equal to the number of QIAGEN personnel who were actively engaged in performing Activities in support of the Development Project at the time of termination, multiplied by the percentage of their time allocated to the Development Project at that time, multiplied by a daily FTE rate of US$[**] for the period of Business Days from the date of notice of termination until the date the QIAGEN personnel are reallocated to other activities or projects, not to exceed [**] days.
