Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / negotiation-session-agenda-jun1.docx
negotiation-session-agenda-jun1.docx
Parties
Harkness LLP
Morrow LLP
Northgate Telecommunications PLC
Dates
June 1, 2023
April 3, 2023
April 21, 2023
May 5, 2023
May 19, 2023
June 9, 2023
May 30, 2023
February 22, 2023
June 8, 2028
June 9, 2028
Amounts
$75,000,000
$15,000,000
$750,000
$30,000,000
$22,500,000
$420,000,000
$45,000,000
$1,250,000
$10,500,000
$4,500,000
Obligations
Northgate's Response and Recommended Approach: Northgate's position is that the 200-node threshold is market-standard for managed network services agreements of this nature and must be retained
Northgate's Response and Recommended Approach: Northgate's position is that the 3% threshold must be retained
Northgate's Response and Recommended Approach: Northgate is prepared to accept a modified cost allocation mechanism: audit costs shall be borne by Cedarpoint if the audit reveals a violation of the MFN pricing obligations; audit costs shall be borne by Northgate if the audit reveals no violation
The indemnification framework is among the most critical risk-allocation provisions in the agreement, and Northgate's positions on the aggregate cap, uncapped carve-outs, and scope of indemnification obligations must be preserved
Open Issue 2A: Cedarpoint's Aggregate Indemnification Cap Northgate Position: Cedarpoint's aggregate indemnification liability under the MSA (exclusive of uncapped carve-outs, discussed below) shall be capped at 200% of the aggregate fees paid by Northgate during the 12-month period immediately preceding the event giving rise to the claim
Northgate's Response and Recommended Approach: Northgate's position is that the 200% cap must be retained