Common use of Annual Base Charges Clause in Contracts

Annual Base Charges. ‌ The Annual Base Charges for the Stub Period and each Contract Year are set forth in Attachment 4-A and are the fixed charges to DIR for Service Provider’s provision of the Services in accordance with the levels of Resource Unit (RU) usage included in the Monthly Resource Baselines set forth in Attachment 4-D. The Monthly Resource Baselines may be revised from time to time on a prospective basis by agreement of the Parties based on the usage, demand and business requirements of DIR Customers and, in such event, the Annual Base Charges will be adjusted accordingly on a prospective basis. The Annual Base Charges may only be modified over time in accordance with the Agreement, including this Exhibit. Service Provider acknowledges and agrees that the Annual Base Charges, as adjusted pursuant to this Exhibit, fully compensate Service Provider for providing the Services at the Resource Unit usage levels of the Monthly Resource Baselines. Service Provider shall invoice DIR on a monthly basis in accordance with Section 12.1 of the Agreement for a pro rata portion of the Annual Base Charge, which shall be calculated by dividing the Annual Base Charge specified in Attachment 4-A for the Stub Period or applicable Contract Year by the number of months in the Stub Period or applicable Contract Year, as applicable. If the actual consumption of a Resource Unit in any month is greater or less than the applicable Monthly Resource Baseline, an Additional Resource Charge (ARC) or Reduced Resource Credit (RRC) shall be applied, as provided in this Exhibit. Service Provider acknowledges and agrees that the combined total of the Base Charge plus the ARC or minus the RRC fully compensate the Service Provider for providing the Services at the actual consumption volume of a Resource Unit in a month for all Resource Unit Categories inclusive of the Consolidated Data Centers and the Non Consolidated Service Locations. The Service Provider shall not impose any fixed or monthly required minimum fees or support level pricing for any Resource Baseline or at the total contract level; in no event will DIR be required to pay Service Provider for volumes not consumed or utilized by DIR.

Annual Base Charges. ‌ The Annual Base Charges for the Stub Period and each Contract Year are set forth in Attachment 4-A and are the fixed charges to DIR for Service Provider’s provision of the Services in accordance with the levels of Resource Unit (RU) usage included in the Monthly Resource Baselines set forth in Attachment 4-D. The Monthly Resource Baselines may be revised from time to time on a prospective basis by agreement of the Parties based on the usage, demand and business requirements of DIR Customers and, in such event, the Annual Base Charges will be adjusted accordingly on a prospective basis. The Annual Base Charges may only be modified over time in accordance with the Agreement, including this Exhibit. Service Provider acknowledges and agrees that the Annual Base Charges, as adjusted pursuant to this Exhibit, fully compensate Service Provider for providing the Services at the Resource Unit usage levels of the Monthly Resource Baselines. Service Provider shall invoice DIR on a monthly basis in accordance with Section 12.1 of the Agreement for a pro rata portion of the Annual Base Charge, which shall be calculated by dividing the Annual Base Charge specified in Attachment 4-A for the Stub Period or applicable Contract Year by the number of months in the Stub Period or applicable Contract Year, as applicable. If the actual consumption of a Resource Unit in any month is greater or less than the applicable Monthly Resource Baseline, an Additional Resource Charge (ARC) or Reduced Resource Credit (RRC) shall be applied, as provided in this Exhibit. Service Provider acknowledges and agrees that the combined total of the Base Charge plus the ARC or minus the RRC fully compensate the Service Provider for providing the Services at the actual consumption volume of a Resource Unit in a month for all Resource Unit Categories inclusive of the Consolidated Data Centers and the Non Consolidated Service Locations. The Service Provider shall not impose any fixed or monthly required minimum fees or support level pricing for any Resource Baseline or at the total contract level; in no event will DIR be required to pay Service Provider for volumes not consumed or utilized by DIR.

Annual Base Charges. ‌ The Annual Base Charges for the Stub Period and each Contract Year are set forth in Attachment 4-A and are the fixed charges to DIR for Service Provider’s provision of the Services in accordance with the levels of Resource Unit (RU) usage included in the Monthly Resource Baselines set forth in Attachment 4-D. The Monthly Resource Baselines may be revised from time to time on a prospective basis by agreement of the Parties based on the usage, demand and business requirements of DIR DCS Customers and, in such event, the Annual Base Charges will be adjusted accordingly on a prospective basis. The Annual Base Charges may only be modified over time in accordance with the Agreement, including this Exhibit. Service Provider acknowledges and agrees that the Annual Base Charges, as adjusted pursuant to this Exhibit, fully compensate Service Provider for providing the Services at the Resource Unit usage levels of the Monthly Resource Baselines. Service Provider shall invoice DIR on a monthly basis in accordance with Section 12.1 of the Agreement for a pro rata portion of the Annual Base Charge, which shall be calculated by dividing the Annual Base Charge specified in Attachment 4-A for the Stub Period or applicable Contract Year by the number of months in the Stub Period or applicable Contract Year, as applicable. If the actual consumption of a Resource Unit in any month is greater or less than the applicable Monthly Resource Baseline, an Additional Resource Charge (ARC) or Reduced Resource Credit (RRC) shall be applied, as provided in this Exhibit. Service Provider acknowledges and agrees that the combined total of the Base Charge plus the ARC or minus the RRC fully compensate the Service Provider for providing the Services at the actual consumption volume of a Resource Unit in a month for all Resource Unit Categories inclusive of the Consolidated Data Centers and the Non Non-Consolidated Service Locations. The Service Provider shall not impose any fixed or monthly required minimum fees or support level pricing for any Resource Baseline or at the total contract level; in no event will DIR be required to pay Service Provider for volumes not consumed or utilized by DIR. Beginning with the start of Contract Year 6 or (if later) the date of acceptance of the final HCS Setup milestone as detailed in Section 22 of Exhibit 4 and continuing each Contract Year thereafter for the remainder of the Term, pricing will change from Base Charges plus the ARC or minus the RRC to volume-based fixed unit rate pricing or fixed Charges for all RUs with the exception of Mainframe RUs. For non-Mainframe RUs, the Resource Unit for the relevant Resource Unit Category as detailed in the Fee Rates by Volume Tab of Attachment 4-A shall be counted and the Charges calculated as the price per Resource Unit for the Volume Range in which the total number of the Resource Unit falls as detailed in the Fee Rates by Volume Tab of Attachment 4-A times the total Resource Unit volume.

Annual Base Charges. ‌ The Annual Base Charges for the Stub Period and each Contract Year are set forth in Attachment 4-A and are the fixed charges to DIR for Service Provider’s provision of the Services in accordance with the levels of Resource Unit (RU) usage included in the Monthly Resource Baselines set forth in Attachment 4-D. The Monthly Resource Baselines may be revised from time to time on a prospective basis by agreement of the Parties based on the usage, demand and business requirements of DIR Customers and, in such event, the Annual Base Charges will be adjusted accordingly on a prospective basisaccordingly. The Annual Base Charges may only be modified over time in accordance with the Agreement, including this Exhibit. Service Provider acknowledges and agrees that the Annual Base Charges, as adjusted pursuant to this Exhibit, fully compensate Service Provider for providing the Services at the Resource Unit usage levels of the Monthly Resource Baselines. Service Provider shall invoice DIR on a monthly basis in accordance with Section 12.1 of the Agreement for a pro rata portion of the Annual Base Charge, which shall be calculated by dividing the Annual Base Charge specified in Attachment 4-A for the Stub Period or applicable Contract Year by the number of months in the Stub Period or applicable Contract Year, as applicable. If the actual consumption of a Resource Unit in any month is greater or less than the applicable Monthly Resource Baseline, an Additional Resource Charge (ARC) or Reduced Resource Credit (RRC) shall be applied, as provided in this Exhibit. Service Provider acknowledges and agrees that the combined total of the Base Charge plus the ARC or minus the RRC fully compensate the Service Provider for providing the Services at the actual consumption volume of a Resource Unit in a month for all Resource Unit Categories inclusive of the Consolidated Data Centers and the Non Consolidated Service Locations. The Service Provider shall not impose any fixed or monthly required minimum fees or support level pricing for any Resource Baseline or at the total contract level; in no event will DIR be required to pay Service Provider for volumes not consumed or utilized by DIR.

Annual Base Charges. ‌ The Annual Base Charges for the Stub Period and each Contract Year are set forth in Attachment 4-A and are the fixed charges to DIR for Service Provider’s provision of the Services in accordance with the levels of Resource Unit (RU) usage included in the Monthly Resource Baselines set forth in Attachment 4-D. The Monthly Resource Baselines may be revised from time to time on a prospective basis by agreement of the Parties based on the usage, demand and business requirements of DIR DCS Customers and, in such event, the Annual Base Charges will be adjusted accordingly on a prospective basisaccordingly. The Annual Base Charges may only be modified over time in accordance with the Agreement, including this Exhibit. Service Provider acknowledges and agrees that the Annual Base Charges, as adjusted pursuant to this Exhibit, fully compensate Service Provider for providing the Services at the Resource Unit usage levels of the Monthly Resource Baselines. Service Provider shall invoice DIR on a monthly basis in accordance with Section 12.1 of the Agreement for a pro rata portion of the Annual Base Charge, which shall be calculated by dividing the Annual Base Charge specified in Attachment 4-A for the Stub Period or applicable Contract Year by the number of months in the Stub Period or applicable Contract Year, as applicable. If the actual consumption of a Resource Unit in any month is greater or less than the applicable Monthly Resource Baseline, an Additional Resource Charge (ARC) or Reduced Resource Credit (RRC) shall be applied, as provided in this Exhibit. Service Provider acknowledges and agrees that the combined total of the Base Charge plus the ARC or minus the RRC fully compensate the Service Provider for providing the Services at the actual consumption volume of a Resource Unit in a month for all Resource Unit Categories inclusive of the Consolidated Data Centers and the Non Non- Consolidated Service Locations. The Service Provider shall not impose any fixed or monthly required minimum fees or support level pricing for any Resource Baseline or at the total contract level; in no event will DIR be required to pay Service Provider for volumes not consumed or utilized by DIR.

Annual Base Charges. ‌ The Annual Base Charges for the Stub Period and each Contract Year are set forth in Attachment 4-A and are the fixed charges to DIR for Service Provider’s provision of the Services in accordance with the levels of Resource Unit (RU) usage included in the Monthly Resource Baselines set forth in Attachment 4-D. The Monthly Resource Baselines may be revised from time to time on a prospective basis by agreement of the Parties based on the usage, demand and business requirements of DIR Customers and, in such event, the Annual Base Charges will be adjusted accordingly on a prospective basis. The Annual Base Charges may only be modified over time in accordance with the Agreement, including this Exhibit. Service Provider acknowledges and agrees that the Annual Base Charges, as adjusted pursuant to this Exhibit, fully compensate Service Provider for providing the Services at the Resource Unit usage levels of the Monthly Resource Baselines. Service Provider shall invoice DIR on a monthly basis in accordance with Section 12.1 of the Agreement for a pro rata portion of the Annual Base Charge, which shall be calculated by dividing the Annual Base Charge specified in Attachment 4-A for the Stub Period or applicable Contract Year by the number of months in the Stub Period or applicable Contract Year, as applicable. If the actual consumption of a Resource Unit in any month is greater or less than the applicable Monthly Resource Baseline, an Additional Resource Charge (ARC) or Reduced Resource Credit (RRC) shall be applied, as provided in this Exhibit. Service Provider acknowledges and agrees that the combined total of the Base Charge plus the ARC or minus the RRC fully compensate the Service Provider for providing the Services at the actual consumption volume of a Resource Unit in a month for all Resource Unit Categories inclusive of the Consolidated Data Centers and the Non Non-Consolidated Service Locations. The Service Provider shall not impose any fixed or monthly required minimum fees or support level pricing for any Resource Baseline or at the total contract level; in no event will DIR be required to pay Service Provider for volumes not consumed or utilized by DIR.