Common use of R&D Program Costs Clause in Contracts

R&D Program Costs. Except as set forth in Section 8.3, commencing on the Effective Date and continuing during the Collaboration Term, Merck will reimburse Moderna for all R&D Program Costs incurred by Moderna and its Affiliates on a Calendar Quarter-by-Calendar Quarter basis. Moderna will send a reasonably detailed invoice to Merck for each Calendar Quarter, which invoice will include a summary of all [***]. All of the foregoing shall be auditable by Merck pursuant to Section 8.6(c). For clarity, unless otherwise mutually agreed in writing by the Parties, in no event shall Moderna be entitled to receive payment for (and Moderna shall be solely responsible for) any FTEs or other R&D Program Costs in a given Calendar Quarter in connection with the performance of activities that are not included in the applicable R&D Plan or that are not specifically included in the budget set forth therein. Merck agrees to pay undisputed amounts in each such invoice within [***] days of Merck’s receipt thereof.