Common use of Effectiveness of Certain Obligations Clause in Contracts

Effectiveness of Certain Obligations. Notwithstanding the foregoing, prior to the Effective Date (i) in no event shall Seller be obligated to sell capacity or electric energy to Company, or have any other obligations to Company other than those set forth in this Section 2.2 (Term and Effectiveness of Certain Obligations), Section 2.3(A) (Company Conditions Precedent), Section 3.2(A)(l) (Design and Construction of Facility, General) (only as to obligations with respect to design and acquiring Land Rights), Section 3.2(A)(2) (Milestone Dates), Section 3.2(A)(4) (Seller’s Governmental Approvals and Land Rights) and Section 3.2(A)(5) (Review of Facilities), Article 13 (Indemnification), Article 15 (Insurance), Article 17 (Dispute Resolution), Article 18 (Force Majeure), Article 20 (Assignments and Financing Debt), Article 21 (Sale of Facility by Seller), and Article 25 (Miscellaneous) and Section 1.d. (Seller’s Payment Obligations) of Attachment G (Company-Owned Interconnection Facilities); and (ii) in no event shall Company be obligated to make any payments provided for herein to Seller or have any other obligations to Seller other than those set forth in this Section 2.2 (Term and Effectiveness of Certain Obligations), Section 2.3(B) (Failure of Seller Conditions Precedent), Section 3.1(E) (Company Security Documents), Section 3.2(A)(4) (Seller’s Governmental Approvals and Land Rights) and Section 3.2(A)(5) (Review of Facilities), and Article 13 (Indemnification), Article 17 (Dispute Resolution), Article 18 (Force Majeure), Article 20 (Assignments and Financing Debt), Article 21 (Sale of Facility by Seller), and Article 25 (Miscellaneous).

Effectiveness of Certain Obligations. Notwithstanding (1) Upon the foregoing, Execution Date and prior to the Effective Commercial Operation Date Deadline, under this Agreement: (i) in no event shall Seller be obligated to sell capacity or electric energy to CompanyCompany (except as provided in Section 2.2(B)(2) below), or have any other obligations to Company other than those set forth in this Section 2.2 (Term Term; PUC Approval; Null and Effectiveness of Certain ObligationsVoid Rights and Company’s Option to Purchase Facility), Section 2.3(A) (Company Seller Conditions Precedent), Section 3.2(A)(l3.2(A)(1) (Design and Construction of Facility, General) (only as to obligations with respect to design and acquiring Land Rights), Section EXECUTION VERSIONPuna Geothermal Venture ARTICLE 226 3.2(A)(2) (Milestone Dates), Section 3.2(A)(4) (Seller’s Governmental Approvals and Land Rights) and Section 3.2(A)(5) (Review of Facilities), Article 13 (Indemnification), Article 15 (Insurance), Article 17 (Dispute Resolution), Article 18 (Force Majeure), Article 20 (Assignments and Financing Debt), Article 21 (Sale of Facility by Seller), and Article 25 (Miscellaneous) and Section 1.d. (Seller’s Payment Obligations) of Attachment G (Company-Owned Interconnection Facilities); and (ii) in no event shall Company be obligated to make any payments provided for herein to Seller or have any other obligations to Seller other than those set forth in this Section 2.2 (Term Term; PUC Approval; Null and Effectiveness of Certain ObligationsVoid Rights and Company’s Option to Purchase Facility), Section 2.3(B) (Failure of Seller Conditions Precedent), Section 3.1(E) (Company Security Documents), Section 3.2(A)(4) (Seller’s Governmental Approvals and Land Rights) and Section 3.2(A)(5) (Review of Facilities), and Article 13 (Indemnification), Article 17 (Dispute Resolution), Article 18 (Force Majeure), Article 20 (Assignments and Financing Debt), Article 21 (Sale of Facility by Seller), and Article 25 (Miscellaneous). Until the date Seller achieves Commercial Operation or the Commercial Operation Date Deadline, whichever occurs earlier, such terms, conditions and obligations shall be effective with respect to the 8MW Upgrade only. (2) Until the date Seller achieves Commercial Operation or the Commercial Operation Date Deadline, whichever occurs earlier, the terms, conditions and obligations of Seller and Company with respect to the Current Facility, including the acceptance and payment for energy from the Current Facility, shall be governed by and in accordance with the Current PPA which, notwithstanding the execution of this Agreement, shall continue in full force and effect until the date Seller achieves Commercial Operation or the Commercial Operation Date Deadline, whichever occurs earlier. The Current PPA shall apply to the operation, maintenance and administration of the Current Facility and shall not apply to the development and construction of the 8MW Upgrade. (3) Upon the date Seller achieves Commercial Operation or the Commercial Operation Date Deadline, whichever occurs earlier, whether or not Seller has achieved Commercial Operation of the Facility, the Current PPA shall be superseded by this Agreement and the terms and conditions of the Current PPA shall be of no force and effect except for disputes already subject to dispute resolution under the Current PPA, which shall continue until resolution under the terms of the Current PPA. (4) For purposes of resolving inconsistent and/or conflicting terms between the Current PPA and this Agreement prior to the date Seller achieves Commercial Operation or the Commercial Operation Date Deadline, whichever occurs earlier (when both agreements remain effective), the following rules of construction shall apply: (i) if the issue is with respect to the design, development, construction and testing of the 8MW Upgrade, then the terms of this Agreement shall control; (ii) if the issue is with respect to the operation, maintenance and administration of the Current Facility then the terms of the Current PPA shall control; and (iii) if the issue is with respect to the Facility as a whole, including the 8MW Upgrade (regardless of whether the 8MW Upgrade is complete), or rights and obligations of the Parties irrespective of the Facility, then the terms of this Agreement shall control. By way of example, testing of the Facility, including the 8MW Upgrade, is EXECUTION VERSIONPuna Geothermal Venture ARTICLE 227 anticipated to occur prior to the Commercial Operation Date Deadline, and should be governed by the testing procedures, conditions and requirements of this Agreement, provided, however, that under Section 5.2 (Capacity Charges and Energy Charges Prior to Commercial Operation Date), payment for any test energy accepted by Company during testing of the Facility shall be made pursuant to the pricing terms of the Current PPA until Commercial Operation of the Facility is achieved.