CONTRIBUTION AGREEMENT THIS AGREEMENT dated ... - ccemc

- 3 -(u)“Intellectual Property” includes all materials, inventions, designs, specifications,patterns, models, prototypes, devices, formulae, methods, processes, data,compilations of information, reports, drawings, plans, photographs, musicalworks, computer software and programming patents or patent applications;(v) “Invoiced Amounts” has the meaning set forth in section 1 of Schedule B;(w)“Major Change” means a Change that includes(i)(ii)(iii)(iv)changing the model or vendor of equipment to be purchased for theProject,altering the timing of sub-tasks without changing the timing of the WorkPlan,variations of up to 15 percent in the spending profile that do not require achange to the Payment Schedule or the Project Financing Schedule, orreallocating funds from one budget item to another (for example,spending more on equipment costs and less on labour costs);(x)“Non-Confidential Final Report” has the meaning set forth in section 13 ofSchedule A;(y) “Notice” has the meaning set forth in section 15.1;(z)(aa)“Party” means either CCEMC or the Recipient and “Parties” means both ofthem;“Payment Schedule” means the schedule of payments of the Contribution asdescribed in Schedule B;(bb) “Performance Targets” has the meaning set forth in section 10 of Schedule A;(cc) ”Progress Report” has the meaning set forth in section 9 of Schedule A;(dd)(ee)(ff)(gg)(hh)“Project” means the project described in Schedule A including any changesmade in accordance with sections 3.2 and 3.3;“Project Completion Date” means the completion date of the Project asdescribed in Schedule A;“Project Costs” means those costs described in Schedule A and must includeall Eligible Expenses;“Project Financing Schedule” means the project financing schedule set forth insection 6 of Schedule A;“Project Plan” means the project plan of the Project as more specifically setforth in Schedule A;Davis: 8418076.17