Common use of Elections and Variables Clause in Contracts

Elections and Variables. Section I, Subsection A is replaced in its entirety with the following: The Collateral Threshold for Party A shall be (a) the lower of (i) the amount (the “Collateral Threshold Amount”) set forth below under the heading “Party A Maximum Collateral Threshold Amount” opposite the Credit Rating for [Party A][Party A’s Guarantor] on the relevant date of determination or (ii) the amount of the Guaranty agreement on the relevant date of determination if Party A relies upon a Guarantor, or (b) zero if on the relevant date of determination [Party A][its Guarantor] does not have a Credit Rating from at least one of the rating agencies specified below or an Event of Default or a Potential Event of Default with respect to Party A has occurred and is continuing; provided, however, in the event that, and on the date that, Party A cures the Event of Default or Potential Event of Default on or prior to the date that Party A is required to post Performance Assurance to Party B pursuant to a demand made by Party B pursuant to the provisions of the Collateral Annex on or after the occurrence of such Event of Default or Potential Event of Default, (i) the Collateral Threshold for Party A shall automatically increase from zero to the lower of the applicable Party A Maximum Collateral Threshold Amount or the amount of the Guaranty agreement and (ii) Party A shall be relieved of its obligation to post Performance Assurance pursuant to such demand. Credit Rating of Party A/Party A’s Guarantor Party A Maximum Collateral Threshold Amount S&P Moody’s ▇▇▇▇▇ A- and above A3 and above A- and above $2,500,000 BBB+ Baa1 BBB+ $2,500,000 BBB Baa2 BBB $2,500,000 BBB- Baa3 BBB- $2,500,000 Below BBB- Below Baa3 Below BBB- 0 If Party A, or its Guarantor, is rated by only one rating agency, that rating will be used. If Party A, or its Guarantor, is rated by only two rating agencies, and the ratings are split, the lower rating will be used. If Party A, or its Guarantor, is rated by three rating agencies, and the ratings are split, the lower of the two highest ratings will be used; provided that in the event that the two highest ratings are common, such common rating will be used. The Maximum Collateral Threshold Amount specified in the table above represents the aggregate unsecured credit that Party A (together with its Affiliates) or its Guarantor, as the case may be, may have under the Agreement. The aggregate unsecured credit that Party A (together with its Affiliates) or its Guarantor, as the case may be, may have under all Supply Contracts (including the Agreement) will be limited by the highest Maximum Collateral Threshold Amount in any Supply Contract of Party A (together with its Affiliates) or its Guarantor. Thus, where Party A or any of its Affiliates is a party to one or more effective Supply Contracts, or where Party A’s Guarantor has guaranteed one or more effective Supply Contracts, the amount of available unsecured credit under the Agreement shall be reduced as necessary so that the aggregate unsecured credit that Party A (together with its Affiliates) or its Guarantor, as the case may be, is granted under all Supply Contracts is no higher than the highest Maximum Collateral Threshold specified in any Supply Contracts to which Party A or any of its Affiliates is a Party. If a change in the credit rating of Party A’s Guarantor lowers the amount of unsecured collateral it is entitled to under the Agreement, such change in unsecured collateral will be ratably apportioned to all parties supported by the Guarantor. For the sake of clarity and the avoidance of doubt, nothing in the Agreement changes the Maximum Collateral Threshold applicable in other effective Supply Contracts entered into prior to the Agreement, and the amount of available unsecured credit under any such other effective Supply Contract shall be determined in accordance with the terms of that other effective Supply Contract.

Elections and Variables. Section I, Subsection A is replaced in its entirety with the following: The Collateral Threshold for Party A shall be (a) the lower of (i) the amount (the “Collateral Threshold Amount”) set forth below under the heading “Party A Maximum Collateral Threshold Amount” opposite the Credit Rating for [Party A][Party A’s Guarantor] on the relevant date of determination or (ii) the amount of the Guaranty agreement on the relevant date of determination if Party A relies upon a Guarantor, or (b) zero if on the relevant date of determination [Party A][its Guarantor] does not have a Credit Rating from at least one of the rating agencies specified below or an Event of Default or a Potential Event of Default with respect to Party A has occurred and is continuing; provided, however, in the event that, and on the date that, Party A cures the Event of Default or Potential Event of Default on or prior to the date that Party A is required to post Performance Assurance to Party B pursuant to a demand made by Party B pursuant to the provisions of the Collateral Annex on or after the occurrence of such Event of Default or Potential Event of Default, (i) the Collateral Threshold for Party A shall automatically increase from zero to the lower of the applicable Party A Maximum Collateral Threshold Amount or the amount of the Guaranty agreement and (ii) Party A shall be relieved of its obligation to post Performance Assurance pursuant to such demand. Credit Rating of Party A/Party A’s Guarantor Party A Maximum Collateral Threshold Amount S&P Moody’s ▇▇▇▇▇’▇ Fitch A- and above A3 and above A- and above $2,500,000 BBB+ Baa1 BBB+ $2,500,000 BBB Baa2 BBB $2,500,000 BBB- Baa3 BBB- $2,500,000 Below BBB- Below Baa3 Below BBB- 0 If Party A, or its Guarantor, is rated by only one rating agency, that rating will be used. If Party A, or its Guarantor, is rated by only two rating agencies, and the ratings are split, the lower rating will be used. If Party A, or its Guarantor, is rated by three rating agencies, and the ratings are split, the lower of the two highest ratings will be used; provided that in the event that the two highest ratings are common, such common rating will be used. The Maximum Collateral Threshold Amount specified in the table above represents the aggregate unsecured credit that Party A (together with its Affiliates) or its Guarantor, as the case may be, may have under the Agreement. The aggregate unsecured credit that Party A (together with its Affiliates) or its Guarantor, as the case may be, may have under all Supply Contracts (including the Agreement) will be limited by the highest Maximum Collateral Threshold Amount in any Supply Contract of Party A (together with its Affiliates) or its Guarantor. Thus, where Party A or any of its Affiliates is a party to one or more effective Supply Contracts, or where Party A’s Guarantor has guaranteed one or more effective Supply Contracts, the amount of available unsecured credit under the Agreement shall be reduced as necessary so that the aggregate unsecured credit that Party A (together with its Affiliates) or its Guarantor, as the case may be, is granted under all Supply Contracts is no higher than the highest Maximum Collateral Threshold specified in any Supply Contracts to which Party A or any of its Affiliates is a Party. If a change in the credit rating of Party A’s Guarantor lowers the amount of unsecured collateral it is entitled to under the Agreement, such change in unsecured collateral will be ratably apportioned to all parties supported by the Guarantor. For the sake of clarity and the avoidance of doubt, nothing in the Agreement changes the Maximum Collateral Threshold applicable in other effective Supply Contracts entered into prior to the Agreement, and the amount of available unsecured credit under any such other effective Supply Contract shall be determined in accordance with the terms of that other effective Supply Contract.