Common use of Completion of IP Discontinuation Plan Clause in Contracts

Completion of IP Discontinuation Plan. (a) Except in circumstances where a Discontinuation Notice is deemed to have been issued pursuant to clause 3.6(b), following issue or deemed issue of a Discontinuation Notice and until the completion of the Approved IP Discontinuation Plan pursuant to clause 12 (IP Discontinuation Plan) of the Liaison Agreement, the Secretary of State shall be entitled to withhold from the Equity Compensation to be paid in accordance with clause 6.3, an amount equal to the greater of: (i) five per cent of the Equity Compensation; and (ii) £20,000,000 (Indexed). (b) Subject to clause 5.6(c), the Secretary of State must release the portion of the Equity Compensation retained under clause 5.6(a) as follows: (i) the first 50 per cent in accordance with the staged release detailed in the Approved IP Discontinuation Plan; and (ii) the second 50 per cent within ten (10) Business Days of completion of the obligations by IP OpCo under the Approved IP Discontinuation Plan. (c) If the Project Specification Notice is revoked prior to the release of the retained portion of the Equity Compensation in accordance with clause 5.6(b), the Secretary of State shall release the full amount then retained within ten (10) Business Days of the notice of revocation. (d) If the Secretary of State elects to require that IP HoldCo transfers to the Secretary of State all the equity and debt instruments issued by IP OpCo to IP HoldCo pursuant to clause 6.5, the Secretary of State shall release to IP OpCo the portion of Equity Compensation retained under clause 5.6(a) in accordance with clause 5.6(b) following the completion of the transfer. (e) Every three (3) months from the date that the Approved IP Discontinuation Plan is approved under the Liaison Agreement until completion of the Approved IP Discontinuation Plan, IP OpCo shall provide a report to the Secretary of State setting out the expected costs to be incurred in the following three (3) months in relation to the IP Make Safe Activities. (f) In relation to any IP Make Safe Activities that are undertaken during the period commencing on the Discontinuation Date and expiring on the earlier of the completion of the Approved IP Discontinuation Plan and the revocation of the Project Specification Notice: (i) within five (5) Business Days of receiving an invoice from a sub-contractor in relation to such IP Make Safe Activities, IP OpCo shall provide a copy of that invoice to the Secretary of State, together with any supporting information and details to substantiate the costs invoiced to the satisfaction of the Secretary of State (acting reasonably); and (ii) on receipt by the Secretary of State of an invoice pursuant to clause 5.6(f)(i), the Secretary of State shall, subject to clause 5.6(g), make a payment in settlement of the relevant invoice directly to the relevant sub- contractor within the timeframe such invoice is payable by IP OpCo. (g) IP OpCo shall: (i) not be entitled to include any margin or profit on the invoices received from the sub-contractor in relation to the IP Make Safe Activities; and (ii) procure the carrying out of the IP Make Safe Activities on terms and conditions and at rates consistent with the terms, conditions and rates that would have been payable in circumstances where IP OpCo was liable for the payment of the cost of the IP Make Safe Activities.