Costs of Non-Investment. If [***], then it shall reimburse [***] the costs due to cancellation of any purchase orders the Parties have agreed to place for [***] to the extent such costs cannot be reducted or mitigated [***] commercially reasonable efforts to mitigate the Costs to the fullest extent possible. To the extent [***] alternative use (“Alternative Use”) of Equipment, [***] unable to negotiate a termination of an Equipment purchase order and must acquire such Equipment (and will not make Alternative Use of it), [***] will promptly liquidate in one or more arm’s length transactions (“Third Party Sale”) such Equipment and the positive difference between the cost of such Equipment (including the out-of-pocket costs of conducting the Third Party Sale, such as costs related to de-installing Equipment, compensating a sales broker, delivering the Equipment to the purchaser thereof, etc.) and the proceeds of such Third Party Sale shall constitute Costs. [***] using commercially reasonable efforts to effect a Third Party Sale, the liquidation value of any given Equipment may be small compared to the purchase price for such Equipment given the specialized nature of the Equipment and limited secondary market for wafer manufacture equipment. To the extent [***] is in a commercially reasonable manner able to make Alternative Use or a Third Party Sale of any Equipment at any time after [***] paid the Costs arising from or related to such Equipment, [***] notify [***] of such Alternative Use or Third Party Sale and shall reimburse [***] for the full amount of the Costs paid by [***] with respect to such Equipment. If the net proceeds on the sale of any item of Equipment exceeds the cost thereof, such profit shall reduce amounts otherwise payable [***] under this Section 6.3.
