Common use of Energy Yield Guaranty Clause in Contracts

Energy Yield Guaranty. (a) Seller shall be required to demonstrate from time to time that the Energy Yield Guaranty has been satisfied, as more particularly described in Section 4 of the Scope Book. If the final run of the Substantial Completion Energy Model has been performed, the final results of such run do not demonstrate that the PV Plant has satisfied the Energy Yield Guaranty, and, pursuant to Section 4 of the Scope Book, Seller has elected to pay Energy Yield Liquidated Damages in lieu of curing such failure, the Substantial Completion Payment Amount shall be reduced by an amount equal to the product of (i) the Purchase Price multiplied by (ii) the result of one (1) minus a fraction with (A) a numerator equal to the As-Built Energy Yield and (B) a denominator equal to the Base Case Energy Yield (such amount, the “Energy Yield Liquidated Damages”). Seller shall notify Buyer of any election to pay Energy Yield Liquidated Damages within three (3) Business Days after the generation of the final results of the final run of the Substantial Completion Energy Model. (b) Seller and Buyer agree that: (i) it is difficult or impossible to determine with precision the amount of damages that would or might be incurred by ▇▇▇▇▇ as a result of the failure of the Energy Yield Guaranty to be satisfied; (ii) Buyer would be damaged by any failure of Seller to meet such obligation; (iii) it would be impracticable or difficult to fix the actual damages resulting therefrom; (iv) any sums that would be payable under this Error! Reference source not found. are (A) Buyer’s sole and exclusive remedy for such failure and (B) in the nature of liquidated damages, and not a penalty, and are fair and reasonable; (v) the payment of Energy Yield Liquidated Damages represents a reasonable estimate of fair compensation for the damages that may reasonably be anticipated from such failure; and (vi) each of Seller and Buyer hereby irrevocably waives any right to claim to any court or arbitral tribunal or seek the adjustment of any such sums.

Energy Yield Guaranty. (a) Seller shall be required to demonstrate from time to time that the Energy Yield Guaranty has been satisfied, as more particularly described in Section 4 of the Scope Book. If the final run of the Substantial Completion Energy Model has been performed, the final results of such run do not demonstrate that the PV Plant has satisfied the Energy Yield Guaranty, and, pursuant to Section 4 of the Scope Book, Seller has elected to pay Energy Yield Liquidated Damages in lieu of curing such failure, the Substantial Completion Payment Amount shall be reduced by an amount equal to the product of (i) the Purchase Price multiplied by (ii) the result of one (1) minus a fraction with (A) a numerator equal to the As-Built Energy Yield and (B) a denominator equal to the Base Case Energy Yield (such amount, the “Energy Yield Liquidated Damages”). Seller shall notify Buyer of any election to pay Energy Yield Liquidated Damages within three (3) Business Days after the generation of the final results of the final run of the Substantial Completion Energy Model.Liquidated (b) Seller and Buyer agree that: (i) it is difficult or impossible to determine with precision the amount of damages that would or might be incurred by ▇▇▇▇▇ as a result of the failure of the Energy Yield Guaranty to be satisfied; (ii) Buyer would be damaged by any failure of Seller to meet such obligation; (iii) it would be impracticable or difficult to fix the actual damages resulting therefrom; (iv) any sums that would be payable under this Error! Reference source not found. are (A) Buyer’s sole and exclusive remedy for such failure and (B) in the nature of liquidated damages, and not a penalty, and are fair and reasonable; (v) the payment of Energy Yield Liquidated Damages represents a reasonable estimate of fair compensation for the damages that may reasonably be anticipated from such failure; and (vi) each of Seller and Buyer hereby irrevocably waives any right to claim to any court or arbitral tribunal or seek the adjustment of any such sums.

Energy Yield Guaranty. (a) Seller shall be required to demonstrate from time to time that the Energy Yield Guaranty has been satisfied, as more particularly described in Section 4 of the Scope Book. If the final run of the Substantial Completion Energy Model has been performed, the final results of such run do not demonstrate that the PV Plant has satisfied the Energy Yield Guaranty, and, pursuant to Section 4 of the Scope Book, Seller has elected to pay Energy Yield Liquidated Damages in lieu of curing such failure, the Substantial Completion Payment Amount shall be reduced by an amount equal to the product of (i) the Purchase Price multiplied by (ii) the result of one (1) minus a fraction with numeric decimal (which may not be greater than 1.00) equal to (A) a numerator equal to the As-Built Energy Yield and divided by (B) a denominator equal to the Base Case Energy Yield (such amount, the “Energy Yield Liquidated Damages”). Seller shall notify Buyer of any election to pay Energy Yield Liquidated Damages within three (3) Business Days after the generation of the final results of the final run of the Substantial Completion Energy Model. (b) Seller and Buyer agree that: (i) it is difficult or impossible to determine with precision the amount of damages that would or might be incurred by ▇▇▇▇▇ Buyer as a result of the failure of the Energy Yield Guaranty to be satisfied; (ii) Buyer would be damaged by any failure of Seller to meet such obligation; (iii) it would be impracticable or difficult to fix the actual damages resulting therefrom; (iv) any sums that would be payable under this Error! Reference source not found. Section 9.4 are (A) Buyer’s sole and exclusive remedy for such failure and (B) in the nature of liquidated damages, and not a penalty, and are fair and reasonable; (v) the payment of Energy Yield Liquidated Damages represents a reasonable estimate of fair compensation for the damages that may reasonably be anticipated from such failure; and (vi) each of Seller and Buyer hereby irrevocably waives any right to claim to any court or arbitral tribunal or seek the adjustment of any such sums.