definiens: and the other Party defined as the for purposes of this Section 6.4.5(b ) ) under Section 11.3 ( Representatio ns, Warranties and Covenants ) of the Primary Agreement, and there shall be any In ventory Supply remaining undistributed at the time that the termination beco mes effective, then the Terminating Party shall deliver a statement to the Non - Terminating Party signed by its chief financial officer certifying ( A ) as to the Inventory Carrying Costs for the Inventory Supply then on hand and ( B ) that such Inventory Carrying Costs have been recorded by the Terminating Party in acco rdance with generally accepted accounting principles and in a manner whic h is consistent with the Terminating Party 's past practice . The Non - Terminat ing Party shall pay such Inventory Carrying Costs to the Terminating Party, within thirty ( 30 ) calendar days after its receipt of such certification by the Terminating Party 's chief financial officer . If LifeNet is the Non - Terminatin g Party, then LifeNet shall be permitted to distribute the Inventory Supply and if [COMPANY] has paid LifeNet LifeNet 's Inventory Carrying Costs in accor dance with this Section 6.4.5(b ), then LifeNet will pay to [COMPANY] the Os teotech Service Fee in accordance with the terms of Section 6.2.1 . If Oste otech is the Non - Terminating Party and LifeNet has paid [COMPANY] its Inventory Carrying Costs in accordance with this Section 6.4.5(b ), then LifeNet shall be p ermitted to distribute the Inventory Supply and retain all fees collected ther efor ( i.e., without payment of the [COMPANY] Service Fee or the [COMPANY] Service F ee )