Common use of Contractor’s Reimbursement for Terminated Work Clause in Contracts

Contractor’s Reimbursement for Terminated Work. In the event of termination pursuant to this Article 23.1, Contractor shall refund all amounts paid by Purchaser under this Contract, except Contractor shall not be required to refund [Use or disclosure of the data contained on this page is subject to the restrictions set forth in this Contract.] any amounts, and Purchaser shall remain liable for payment of all amounts with respect to Deliverable Items for which Acceptance has occurred pursuant to the terms of Article 10 or Article 11 (unless the utility to Purchaser of such Deliverable Item has been materially adversely impacted by the terminated Work), or with respect to Raw Materials, Work-in-Process and Finished Goods (including Deliverable Items for which Acceptance has not occurred) which Purchaser has requested to retain, as follows: (i) at the price set forth in this Contract for such items for which an itemized price is set forth herein and (ii) at the actual cost incurred by Contractor, plus a markup of ten percent (10%) of such cost, for (a) such items for which no itemized price is set forth herein and (b) partially completed items and Work-in-process. Subject to Purchaser making payment to Contractor of any unpaid balance of amounts due in accordance with the immediately preceding sentence, Contractor shall transfer to Purchaser in the manner and to the extent directed by Purchaser title and risk of loss to such Deliverable Items, Raw Materials, Work-in-Process and Finished Goods. In addition, in the event that this Contract is terminated pursuant to Article 23.1.1 A(v), and Purchaser elects to retain the Deliverable Items, Raw Materials, Work-in-Process and Finished Goods as provided above, in addition to the foregoing, Contractor shall: (i) grant to Purchaser a right and license to Contractor Intellectual Property necessary to have a third party complete the manufacture of any undelivered Deliverable Item; and (ii) assign to Purchaser rights and obligations in any affected subcontract issued hereunder, subject to any condition on assignment in any such subcontract. In lieu of taking immediate possession of Deliverable Items, Raw Materials, Work-in-Process and Finished Goods retained by Purchaser as provided above, upon direction of Purchaser, Contractor shall protect and preserve Deliverable Items, Raw Materials, Work-in-Process and Finished Goods at Purchaser’s expense and shall facilitate access to and possession by Purchaser to such Deliverable Items, Raw Materials, Work-in-Process and Finished Goods.

Contractor’s Reimbursement for Terminated Work. In the event of termination Purchaser terminates the Contract pursuant to this Article 23.1, Contractor Purchaser shall refund all amounts paid by Purchaser have the option to obtain title to the Deliverable Items provided for under this Contract, except Contractor shall not be required to refund [Use Contract or disclosure of the data contained on this page is subject to the restrictions set forth in this Contract.] any amounts, and Purchaser shall remain liable for payment of all amounts with respect to Deliverable Items for which Acceptance has occurred pursuant to the terms of Article 10 or Article 11 (unless the utility to Purchaser of such Deliverable Item has been materially adversely impacted by the terminated Work), or with respect to Raw Materials, associated Work-in-Process and Finished Goods progress (but not including Deliverable Items for Data) or any other portion of the Work to which Acceptance has Contractor would not occurred) which have otherwise been obligated to transfer title hereunder had the Contract been completed, including, if requested by Purchaser has requested in writing (and subject to retainany approvals required by the associated Subcontractors and receipt by Contractor of associated reasonable releases and indemnifications in favor of Contractor), as followsassignment of Subcontracts, subject to payment: (i) at the price set forth in this Contract for such delivered items for which an itemized price is set forth herein and (ii) at the actual cost Actual Costs incurred by Contractor, plus a markup of ten percent (10%) of such cost, Contractor for (a) such items for which no itemized price is set forth herein and (b) partially completed items or services and Work-in-processprogress. Subject This sum shall be offset by amounts paid by Purchaser and received by Contractor for Deliverable Items and Work-in-progress retained by Purchaser, and Contractor shall protect and preserve property in the possession of Contractor in which Purchaser has an interest. Purchaser shall pay amounts due hereunder no later than sixty (60) days after issuance of its written notice pursuant to Purchaser making Article 23.1.2. Upon settlement and payment to Contractor of any unpaid balance of amounts due in accordance with the immediately preceding sentencehereunder, Contractor Contractor, subject to applicable U.S. Government export control laws, shall promptly, at Contractor’s or Subcontractor’s plant, transfer to Purchaser in the manner and to the extent directed by Purchaser title and risk of loss to such Purchaser for the applicable Deliverable Items, Raw Materials, Items and Work-in-Process and Finished Goods. In addition, in the event that this Contract is terminated pursuant to Article 23.1.1 A(v), and Purchaser elects to retain the Deliverable Items, Raw Materials, Work-in-Process and Finished Goods as provided above, in addition to the foregoing, Contractor shall: (i) grant to Purchaser a right and license to Contractor Intellectual Property necessary to have a third party complete the manufacture of any undelivered Deliverable Item; and (ii) assign to Purchaser rights and obligations in any affected subcontract issued hereunder, subject to any condition on assignment in any such subcontract. In lieu of taking immediate possession of Deliverable Items, Raw Materials, Work-in-Process and Finished Goods retained by Purchaser as provided above, upon direction of Purchaser, Contractor shall protect and preserve Deliverable Items, Raw Materials, Work-in-Process and Finished Goods at Purchaser’s expense and shall facilitate access to and possession by Purchaser to such Deliverable Items, Raw Materials, Work-in-Process and Finished Goodsprogress.

Contractor’s Reimbursement for Terminated Work. In the event of termination Purchaser terminates the Contract pursuant to this Article 23.122.1, Contractor Purchaser shall refund all amounts paid by Purchaser under this Contracthave the option, except Contractor shall not be required to refund [Use or disclosure of the data contained on this page is subject to the restrictions as set forth in this Contract.] any amounts, and Purchaser shall remain liable for payment of all amounts with respect Article 22.1.2(a)(ii) to obtain title to the Deliverable Items provided for which Acceptance has occurred pursuant to the terms of Article 10 under this Contract or Article 11 (unless the utility to Purchaser of such Deliverable Item has been materially adversely impacted by the terminated Work), or with respect to Raw Materials, associated Work-in-Process or any other portion of the Work to which Contractor would not have otherwise been obligated to transfer title hereunder had the Contract been completed, including, if requested by Purchaser in writing (and Finished Goods (including Deliverable Items for which Acceptance has not occurred) which Purchaser has requested subject to retainany approvals required by the associated Subcontractors and receipt by Contractor of associated reasonable releases and indemnifications in favor of Contractor), as followsassignment of Subcontracts, subject to payment: (i) at the price set forth in this Contract for such items Deliverable Items delivered for which an itemized price is set forth herein and (ii) at the actual cost Actual Costs incurred by Contractor, plus a markup of ten percent (10%) of such cost, Contractor for (a) such items for which no itemized price is set forth herein and (b) partially completed items or services and Work-in-processProcess. Subject This sum shall be offset by amounts paid by Purchaser and received by Contractor for Deliverable Items and Work-in-Process retained by Purchaser, and Contractor shall protect and preserve property in the possession of Contractor in which Purchaser has an interest. Purchaser shall pay amounts due hereunder no later than [***…***] days after issuance of its written notice pursuant to Purchaser making Article 22.1.2. Upon settlement and payment to Contractor of any unpaid balance of amounts due in accordance with the immediately preceding sentencehereunder, Contractor Contractor, subject to applicable government export control laws, shall promptly, at Contractor’s or Subcontractor’s plant, transfer to Purchaser in the manner and to the extent directed by Purchaser title and risk of loss to such Purchaser for the applicable Deliverable Items, Raw Materials, Items and Work-in-Process and Finished GoodsProcess. In addition, in the event that this Contract is terminated pursuant to Article 23.1.1 A(v), and Purchaser elects to retain the Deliverable Items, Raw Materials, Work-in-Process and Finished Goods as provided above, in addition to the foregoing, Contractor shall: (i) grant to Purchaser a right and license to Contractor Intellectual Property necessary to have a third party complete the manufacture of any undelivered Deliverable Item; and (ii) assign to Purchaser rights and obligations in any affected subcontract issued hereunder, subject to any condition on assignment in any such subcontractCONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. In lieu of taking immediate possession of Deliverable Items, Raw Materials, Work-in-Process and Finished Goods retained by Purchaser as provided above, upon direction of Purchaser, Contractor shall protect and preserve Deliverable Items, Raw Materials, Work-in-Process and Finished Goods at Purchaser’s expense and shall facilitate access to and possession by Purchaser to such Deliverable Items, Raw Materials, Work-in-Process and Finished Goods.THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [***...***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Iridium / Thales Alenia Space Confidential & Proprietary

Contractor’s Reimbursement for Terminated Work. In the event of termination Purchaser terminates the Contract pursuant to this Article 23.122.1, Contractor Purchaser shall refund all amounts paid by Purchaser under this Contracthave the option, except Contractor shall not be required to refund [Use or disclosure of the data contained on this page is subject to the restrictions as set forth in this Contract.] any amounts, and Purchaser shall remain liable for payment of all amounts with respect Article 22.1.2(a)(ii) to obtain title to the Deliverable Items provided for which Acceptance has occurred pursuant to the terms of Article 10 under this Contract or Article 11 (unless the utility to Purchaser of such Deliverable Item has been materially adversely impacted by the terminated Work), or with respect to Raw Materials, associated Work-in-Process or any other portion of the Work to which Contractor would not have otherwise been obligated to transfer title hereunder had the Contract been completed, including, if requested by Purchaser in writing (and Finished Goods (including Deliverable Items for which Acceptance has not occurred) which Purchaser has requested subject to retainany approvals required by the associated Subcontractors and receipt by Contractor of associated reasonable releases and indemnifications in favor of Contractor), as followsassignment of Subcontracts, subject to payment: (i) at the price set forth in this Contract for such items Deliverable Items delivered for which an itemized price is set forth herein and (ii) at the actual cost Actual Costs incurred by Contractor, plus a markup of ten percent (10%) of such cost, Contractor for (a) such items for which no itemized price is set forth herein and (b) partially completed items or services and Work-in-processProcess. Subject to Purchaser making payment to Contractor of any unpaid balance of This sum shall be offset by amounts due in accordance with the immediately preceding sentence, Contractor shall transfer to Purchaser in the manner and to the extent directed paid by Purchaser title and risk of loss to such received by Contractor for Deliverable Items, Raw Materials, Items and Work-in-Process and Finished Goods. In addition, in the event that this Contract is terminated pursuant to Article 23.1.1 A(v)retained by Purchaser, and Purchaser elects to retain the Deliverable Items, Raw Materials, Work-in-Process and Finished Goods as provided above, in addition to the foregoing, Contractor shall: (i) grant to Purchaser a right and license to Contractor Intellectual Property necessary to have a third party complete the manufacture of any undelivered Deliverable Item; and (ii) assign to Purchaser rights and obligations in any affected subcontract issued hereunder, subject to any condition on assignment in any such subcontract. In lieu of taking immediate possession of Deliverable Items, Raw Materials, Work-in-Process and Finished Goods retained by Purchaser as provided above, upon direction of Purchaser, Contractor shall protect and preserve Deliverable Items, Raw Materials, Work-in-Process and Finished Goods at Purchaser’s expense and property in the possession of Contractor in which Purchaser has an interest. Purchaser shall facilitate access to and possession by Purchaser to such Deliverable Items, Raw Materials, Work-in-Process and Finished Goodspay CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [***. . .***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Iridium / Thales Alenia Space Confidential & Proprietary