Common use of Market Disruption Events Clause in Contracts

Market Disruption Events. If the Cost of Gas calculated by the Supplier in respect of all Transactions for a period, or the Interim Price as approved by the Authority in accordance with Schedule 3, is calculated by reference to a price index, and either Party determines in good faith that a Market Disruption Event has occurred or exists in respect of a relevant pricing date, then the indexed price for such date(s) will be determined by the Supplier as follows: The pricing date will be deemed to be the first succeeding Day on which the Market Disruption Event ceases to exist, unless that Market Disruption Event continues to exist, measured from and including the original Day that would otherwise have been the pricing date, for three (3) consecutive Working Days in which event the provisions of Clause 5.14.2 shall apply. Each Party shall promptly upon becoming aware of the Market Disruption Event negotiate in good faith to agree with the other an alternative price (or a method for determining the alternative price) with respect to the original pricing date for the relevant indexed purchase. If the Parties have not so agreed on or before the fifth (5th) Working Day following the first pricing date on which that Market Disruption Event occurred or existed, the provisions of Clause 5.14.3 below shall apply. The Parties shall expeditiously and jointly agree in good faith upon two independent leading participants in the natural gas wholesale market in Great Britain from among participants of the highest credit standing which satisfy all the criteria that the Supplier applies generally in deciding whether to offer or to make an extension of credit or to enter into a transaction comparable to the relevant indexed purchase. The two dealers so chosen by each of the Parties shall select a third who, in their opinion, will give a representative price that will reasonably reflect conditions prevailing at the time in the natural gas wholesale market in Great Britain (the first, second and third dealers being referred to as “Dealers”). The Dealers shall be appointed to make a determination of an alternative price for the pricing date on which that Market Disruption Event occurred or existed taking into consideration the latest available quotations for the relevant indexed purchase and any other information that in good faith is deemed relevant by the Parties. The alternative price shall be the arithmetic mean of the amounts determined to be the alternative price by each Dealer for the relevant pricing date(s), in which case the calculation, so long as it contains at least (2) two quotations, shall be binding and conclusive in the absence of fraud or manifest error. If the Parties have not agreed upon the appointment of the Dealers on or before the sixth (6th) Working Day following the decision to appoint them, or there is a failure to obtain at least (2) two quotations within six (6) Working Days of the appointment of the Dealers, the price for the relevant indexed purchase shall be the prevailing market price as determined by an expert knowledgeable in the relevant market appointed by the President of the Energy Institute in the United Kingdom. Such expert shall act as an expert and not as an arbitrator and the fees, costs and expenses of the expert shall be borne equally between the Parties. The expert's decision is final and binds the Parties unless there is a manifest error by the expert or fraud.

Market Disruption Events. If the Cost of Gas calculated by the Supplier in respect of all Transactions for a period, or the Interim Price as approved by the Authority in accordance with this Schedule 3, is calculated by reference to a price index, index and either Party determines in good faith that a Market Disruption Event has occurred or exists in respect of a relevant pricing date, date then the Supplier shall determine the indexed price for such date(s) will be determined by the Supplier as follows: The the pricing date will be deemed to be the first succeeding Day on which the Market Disruption Event ceases to exist, unless that Market Disruption Event continues to exist, measured from and including the original Day that would otherwise have been the pricing date, for three (3) consecutive Working Days in which event the provisions of Clause 5.14.2 Paragraph 7.14.2 shall apply. Each ; each Party shall promptly promptly, upon becoming aware of the Market Disruption Event Event, negotiate in good faith and seek to agree with the other an alternative price (or a method for determining the alternative price) with respect to the original pricing date for the relevant indexed purchase. If the Parties have not so agreed on or before the fifth (5th) Working Day following the first pricing date on which that Market Disruption Event occurred or existed, the provisions of Clause 5.14.3 below Paragraph 7.14.3 shall apply. The ; and the Parties shall expeditiously and jointly seek to agree in good faith upon two independent leading participants in the natural gas wholesale market in Great Britain from among participants of the highest credit standing which satisfy all the criteria that the Supplier applies generally in deciding whether to offer or to make an extension of credit or to enter into a transaction comparable to the relevant indexed purchase. The two dealers so chosen by each of the Parties shall select a third who, in their opinion, will give a representative price that will reasonably reflect conditions prevailing at the time in the natural gas wholesale market in Great Britain (the first, second and third dealers being referred to as “("Dealers”"). The Dealers shall be appointed to make a determination of an alternative price for the pricing date on which that Market Disruption Event occurred or existed taking into consideration the latest available quotations for the relevant indexed purchase and any other information that in good faith is deemed relevant by the Parties. The alternative price shall be the arithmetic mean of the amounts determined to be the alternative price by each Dealer for the relevant pricing date(s), in which case the calculation, so long as it contains at least (2) two quotations, shall be binding and conclusive in the absence of fraud or manifest error. If the Parties have not agreed upon the appointment of the Dealers on or before the sixth (6th) Working Day following the decision to appoint them, or there is a failure to obtain at least (2) two quotations within six (6) Working Days of the appointment of the Dealers, the price for the relevant indexed purchase shall be the prevailing market price as determined by an expert knowledgeable in the relevant market appointed by the President of the Energy Institute in the United Kingdom. Such expert shall act as an expert and not as an arbitrator and the fees, costs and expenses of the expert shall be borne equally between the Parties. The expert's decision is final and binds the Parties unless there is a manifest error by the expert or fraud.