Common use of Exit Plan and Consequences of Exit Clause in Contracts

Exit Plan and Consequences of Exit. 20.5.1. In case of an Exit, the remaining Parties shall ensure as reasonably as possible the continuity of the SIDC. 20.5.2. In such case, the MCSC shall prepare an Exit Plan, setting forth the actions and measures to be taken to ensure continuity. The MCSC will propose the Exit Plan to the Exiting Party for its consent. If the Exiting Party does not consent to the Exit Plan, the Parties are considered in Dispute. If the Exiting Party has expressed its consent to the Exit Plan, it will be submitted to the MCSC for formal approval. If the MCSC does not consent to the Exit Plan, the Parties are considered in Dispute. The Exit Plan shall set forth the consequences of the Exit, including, but not limited to, the following: i) assessment of the changes to be made, for pursuing the SIDC without the Exiting Party(ies); ii) assessment of the cost related to such Exit and allocation thereof; iii) status of the licenses and sublicenses granted under the Agreement (termination of the licenses and sublicenses at the Exit Date, unless agreed otherwise in the Exit Plan); iv) measures for ensuring continuity of the SIDC; v) the Exit shall be as smooth as possible, with the aim of reducing the risk of possible disruptions for the remaining Parties; and vi) the exact date on which the Exit shall become effective, according to the abovementioned timescales. The Exiting Party shall, in accordance with this Exit Plan, assist the remaining Parties to enable continuity of the SIDC and to enable migration of the services it performs or the documentation/information it provides. 20.5.3. The Exiting Party shall in no event object to the solutions implemented by the remaining Parties to ensure the continuity of the SIDC, including the granting of rights on any joint asset to any other entity appointed to take over the services performed by the Exiting Party. 20.5.4. Until the Exit becomes effective, the Exiting Party shall have the right to vote on all matters having financial impact on itself and (if the Exiting Party is an Operational Party) all matters related to daily operations on the agenda of the MCSC or of the sub-committees. For other matters, the Exiting Party shall not be entitled to vote unless the MCSC decides otherwise or unless the vote has direct consequences for the Exiting Party. 20.5.5. As of the date on which the Exit has become effective as determined in the Exit Plan in accordance with Article 20.5.2, any co-owned (Intellectual Property) (R)rights of the Exiting Party pertaining to joint developments or any right of the Exiting Party to use data and systems (including the XBID System) under the Agreement and the Jointly Owned Developments, shall automatically terminate for such Exiting Party, it being understood that any share in co-ownership rights shall automatically be retransferred in equal parts to the remaining Parties without any compensation being due.

Exit Plan and Consequences of Exit. 20.5.117.5.1. In case of an Exit, the remaining Parties shall ensure as reasonably as possible the continuity of the SIDCSDAC. 20.5.217.5.2. In such case, the MCSC shall prepare define an Exit Planexit plan, setting forth the actions and measures to be taken to ensure continuity. The MCSC will propose continuity (the Exit Plan to the Exiting Party for its consent. If the Exiting Party does not consent to the “Exit Plan, the Parties are considered in Dispute. If the Exiting Party has expressed its consent to the Exit Plan, it will be submitted to the MCSC for formal approval. If the MCSC does not consent to the Exit Plan, the Parties are considered in Dispute”). The Exit Plan shall set forth take into account the consequences of the Exit, including, but not limited to, the following: i) : • assessment of the changes to be madetaken, for pursuing the SIDC SDAC without the Exiting Party(ies) or, as the case may be, without the Region(s) of the Exiting Party(ies); ii) ; • assessment of the cost related to such Exit and allocation recovery thereof; iii) status of the licenses and sublicenses granted under the Agreement (termination of the licenses and sublicenses at the Exit Date, unless agreed otherwise in the Exit Plan); iv) measures for ensuring ; • continuity of the SIDC; v) the SDAC shall be ensured as reasonably as possible; and • Exit shall be as smooth as possible, with the aim of reducing the risk of possible disruptions for the remaining Parties; and vi) . • the exact concrete date on which the Exit shall become effective, according to the abovementioned timescales. The Exiting Party shall, in accordance with this Exit Plan, assist the remaining Parties to enable continuity of the SIDC SDAC and to enable migration of the services it performs or the documentation/information it provides. 20.5.317.5.3. The Exiting Party shall in no event object to the solutions implemented by the remaining Parties to ensure the continuity of the SIDCSDAC, including the granting of rights on any joint asset to any other entity new party appointed to take over the services performed by the Exiting Party. 20.5.417.5.4. Until the Exit becomes effective, the Exiting Party shall have the right to vote on all matters having financial impact on itself and (if the Exiting Party is an Operational Party) and/or all matters related to daily operations on the agenda of the MCSC or of the sub-other committees. For other matters, the Exiting Party shall not be entitled to vote unless the MCSC decides otherwise or unless the vote has direct consequences for the Exiting Party. 20.5.517.5.5. As of the date on which the Exit has become effective as determined in the Exit Plan in accordance with Article 20.5.217.5.2, any co-owned (Intellectual Property) (R)rights of the Exiting Party pertaining to joint developments or any right of the Exiting Party to use data and systems (including the XBID System) under the Agreement and the Jointly Owned Developmentsjointly owned developments, shall automatically terminate for such Exiting Party, it being understood that any share in co-ownership rights shall automatically be retransferred in equal parts to the remaining Parties without any compensation being due. 17.5.6. In case of Exit, all Parties are authorized to communicate about this Exit with their NRA (and ACER as the case may be) without this constituting a breach confidentiality. . .

Exit Plan and Consequences of Exit. 20.5.1. (a) In case of an Exitany exit of a Party in accordance with the provisions of this clause, the remaining Parties shall ensure as reasonably as possible each use their respective Best Efforts to secure the continuity of the SIDC. 20.5.2Single Day-ahead Coupling and the Single Intraday Coupling. In such case, the MCSC The All NEMO Committee shall prepare an a plan (the “Exit Plan”), setting forth the actions and measures to be taken to ensure continuity. The MCSC will propose continuity following a Party’s exit (as the Exit Plan to the Exiting Party for its consent. If the Exiting Party does not consent to the Exit Plan, the Parties are considered in Dispute. If the Exiting Party has expressed its consent to the Exit Plan, it will be submitted to the MCSC for formal approval. If the MCSC does not consent to the Exit Plan, the Parties are considered in Dispute. The Exit Plan shall set forth the consequences of the Exit, case may be) including, but not limited to, the following: i) assessment of the changes to be made, for pursuing the SIDC without the Exiting Party(iesmade to this Agreement (if any); ii) assessment of the cost costs related to such Exit exit and the allocation thereof; iii) status of the licenses and sublicenses granted under the Agreement (termination of the licenses and sublicenses at the Exit Date, unless agreed otherwise in the Exit Plan); iv) measures for ensuring continuity of the SIDCSingle Day-ahead Coupling and/or Single Intraday Coupling; viv) the Exit shall exit should be conducted as smooth smoothly as possible, with the aim of reducing the risk of possible disruptions for the remaining Parties; and viv) the exact date on which the Exit exit shall become effective, according to the abovementioned timescales. (b) The Exit Plan will be submitted to the All NEMO Committee (including the relevant Voluntary Exit Party, but not including the relevant Suspension Party or Forced Exit Party (as applicable)) for formal approval. If the All NEMO Committee does not approve the Exit Plan/Suspension Plan, the matter shall be resolved in accordance with clause 26. (c) The Exiting Voluntary Exit Party or Forced Exit Party (as the case may be) shall, in accordance with this the Exit Plan, use its Best Efforts to assist the remaining Parties to enable continuity of the SIDC Single Day-ahead Coupling and/or Single Intraday Coupling and to enable the migration of the any services it performs or the documentation/information it providesprovides until the date of its exit or for such other period as referred to in the relevant Exit Plan. 20.5.3. (d) The Exiting Voluntary Exit Party or Forced Exit Party (as the case may be) shall in no event object to the solutions implemented by the remaining Parties to ensure the continuity of the SIDCSingle Day-ahead Coupling and/or Single Intraday Coupling, including the granting of rights on any joint asset to any other entity appointed to take over the services performed by such Voluntary Exit Party or Forced Exit Party (as the Exiting Partycase may be). 20.5.4. (e) Until the Exit exit becomes effective, the Exiting Voluntary Exit Party or Forced Exit Party (as the case may be) shall have the right to vote on all matters having financial impact on itself and (if escalations from the Exiting ANDOA and/or the ANIDOA where the relevant Voluntary Exit Party or Forced Exit Party is an Operational Party) all matters related or may reasonably be expected to daily operations on be impacted by the agenda outcome of the MCSC or of the sub-committeessuch escalation. For other matters, the Exiting Voluntary Exit Party or Forced Exit Party (as the case may be) shall not be entitled to vote unless the MCSC All NEMO Committee decides otherwise or unless the vote has direct consequences for the Exiting Partyrelevant Voluntary Exit Party or Forced Exit Party (as the case may be). 20.5.5. (f) As of the date on which the Exit has become exit becomes effective as determined in the Exit Plan in accordance with Article 20.5.2clause 20.4(a), any co-owned (Intellectual Property) (R)rights Property Rights of the Exiting Voluntary Exit Party or Forced Exit Party (as the case may be) pertaining to joint developments or any right of the Exiting Voluntary Exit Party or Forced Exit Party (as the case may be) to use data and systems will be governed by the relevant terms of the ANDOA or ANIDOA (including as appropriate). (g) In case of any exit, the XBID SystemVoluntary Exit Party or Forced Exit Party (as the case may be) under is authorized to communicate about its exit with the Agreement relevant NRAs (and ACER as the Jointly Owned Developments, shall automatically terminate for such Exiting Party, it being understood that any share in co-ownership rights shall automatically be retransferred in equal parts to the remaining Parties case may be) without any compensation being duethis constituting a breach confidentiality.

Exit Plan and Consequences of Exit. 20.5.120.6.1. In case of an Exit, the remaining Parties shall ensure as reasonably as possible the continuity of the SIDC. 20.5.220.6.2. In such case, the MCSC shall prepare an Exit Plan, setting forth the actions and measures to be taken to ensure continuity. The MCSC will propose the Exit Plan to the Exiting Party for its consent. If the Exiting Party does not consent to the Exit Plan, the Parties are considered in Dispute. If the Exiting Party has expressed its consent to the Exit Plan, it will be submitted to the MCSC for formal approval. If the MCSC does not consent to the Exit Plan, the Parties are considered in Dispute. The Exit Plan shall set forth the consequences of the Exit, including, but not limited to, the following: i) assessment of the changes to be made, for pursuing the SIDC without the Exiting Party(ies); ii) assessment of the cost related to such Exit and allocation thereof; iii) status of the licenses and sublicenses granted under the Agreement (termination of the licenses and sublicenses at the Exit Date, unless agreed otherwise in the Exit Plan); iv) measures for ensuring continuity of the SIDC; v) the Exit shall be as smooth as possible, with the aim of reducing the risk of possible disruptions for the remaining Parties; and vi) the exact date on which the Exit shall become effective, according to the abovementioned timescales. The Exiting Party shall, in accordance with this Exit Plan, assist the remaining Parties to enable continuity of the SIDC and to enable migration of the services it performs or the documentation/information it provides. 20.5.320.6.3. The Exiting Party shall in no event object to the solutions implemented by the remaining Parties to ensure the continuity of the SIDC, including the granting of rights on any joint asset to any other entity appointed to take over the services performed by the Exiting Party.including 20.5.420.6.4. Until the Exit becomes effective, the Exiting Party shall have the right to vote on all matters having financial impact on itself and (if the Exiting Party is an Operational Party) all matters related to daily operations on the agenda of the MCSC or of the sub-committees. For other matters, the Exiting Party shall not be entitled to vote unless the MCSC decides otherwise or unless the vote has direct consequences for the Exiting Party. 20.5.520.6.5. As of the date on which the Exit has become effective as determined in the Exit Plan in accordance with Article 20.5.220.6.2, any co-owned (Intellectual Property) (R)rights of the Exiting Party pertaining to joint developments or any right of the Exiting Party to use data and systems (including the XBID SystemSystem or the XXX CIP Tool) under the Agreement and the Jointly Owned Developmentsjointly owned developments or assets, shall automatically terminate for such Exiting Party, it being understood that any share in co-ownership rights shall automatically be retransferred in equal parts to the remaining Parties without any compensation being due. 20.6.6. In case of Exit, the Exiting Party is authorized to communicate about its Exit with its NRA (and ACER as the case may be) without this constituting a breach confidentiality.