Common use of Project Incentive Clause in Contracts

Project Incentive. (a) The Parties agree that the Project Incentive was determined using (a) Eligible Costs forecasts provided by the Participant that were reviewed and assessed by the Technical Reviewer following which the Technical Reviewer made its recommendations to the IESO and (b) the amount of Third Party Contributions identified by the Participant at the time of the Project Review. The Parties further agree that if Actual Eligible Costs are less than the Eligible Costs and/or the amount of Third Party Contributions increases after the date hereof, resulting in either: (i) the Project Incentive being greater than 70% of the Actual Eligible Costs of a Project (including a WER Project and those Projects in a Portfolio) or, in the case of a CCHP Project, being greater than 40% of the Actual Eligible Costs; (ii) the Project Payback being less than one year (including those Projects in a Portfolio); or (iii) the Project Incentive being greater than $230/MWh of Annualized Electricity Savings; the Project Incentive shall be automatically reduced by an amount such that: (A) the Project Incentive for the Project (including a WER Project and those Projects in a Portfolio) or the CCHP Project shall not be greater than 70% or 40%, respectively, of the Actual Eligible Costs, (B) the Project Payback shall not be less than one year, and (C) the Project Incentive shall not be greater than $230/MWh of the Annualized Electricity Savings; and each of the Project Incentive and/or the Project Payback shall be deemed to be such lowered amount(s) for all purposes of this Agreement. (b) If the Project Incentive is revised in accordance with Section 3.2(a), the Net Project Incentive shall be revised accordingly and such revised amount shall be deemed, for all purposes of this Agreement, to be the Net Project Incentive. (c) If the Project Incentive is revised in accordance with Section 3.2(a), the IESO is entitled to deliver a notice to the Participant setting out the calculation of the lowered Project Incentive, Project Payback and Net Project Incentive which shall be binding upon the Parties absent manifest error on the face of such notice.

Project Incentive. (a) The Parties agree that the Project Incentive was determined using (a) Eligible Costs forecasts provided by the Participant for an individual Project that were reviewed and assessed by the Technical Reviewer following which the Technical Reviewer made its recommendations is not part of a Portfolio will be an amount equal to the IESO and (b) the amount of Third Party Contributions identified by the Participant at the time lowest of the Project Review. The Parties further agree that if Actual Eligible Costs are less than the Eligible Costs and/or the amount of Third Party Contributions increases after the date hereof, resulting in eitherfollowing: (i) the Project Incentive being greater than 70% of the Actual actual Eligible Costs of a incurred and paid for the Project (including a WER Project and those Projects in a PortfolioProject) or, in the case of a CCHP Project, being greater than 40% of the Actual actual Eligible CostsCosts incurred and paid for the Project; (ii) the estimated Annualized Electricity Savings for the Project Payback being set out in Exhibit "A" multiplied by $230/MWh, less than one year (including those Projects in a Portfolio); orany Third Party Contributions; (iii) the amount required to achieve a Project Payback of one year for the Project; (iv) the estimated Project Incentive being greater than set out in Exhibit "A"; and (v) $230/MWh of Annualized Electricity Savings; the Project Incentive shall be automatically reduced by an amount such that: 10,000,000.00. (Ab) Where Projects are grouped together as a Portfolio, the Project Incentive for the Project Portfolio will be an amount equal to the lowest of the following: (including a WER Project i) 70% of the actual Eligible Costs incurred and those paid for all Projects in the Portfolio other than in the case of a Portfolio) or the CCHP Project Project, where it shall not be greater than 7040% or 40%, respectively, of the Actual actual Eligible Costs, Costs incurred and paid for all Projects; (Bii) the sum of the estimated Annualized Electricity Savings for all of the Projects in the Portfolio as set out in Exhibit "A" multiplied by $230/MWh, less any Third Party Contributions; (iii) the amount required to achieve a Project Payback shall not be less than of one year, and year for the Portfolio; (Civ) the estimated Project Incentive for the Portfolio set out in Exhibit "A"; and (v) $10,000,000.00; provided that the Project Incentive shall for each individual Project in the Portfolio must not be greater than exceed $230320/MWh of the Annualized Electricity Savings; and each of the Project Incentive and/or the Project Payback shall be deemed to be such lowered amount(s) for all purposes of this Agreement. (b) If the Project Incentive is revised in accordance with Section 3.2(a), the Net Project Incentive shall be revised accordingly and such revised amount shall be deemed, for all purposes of this Agreement, to be the Net Project Incentiveless any Third Party Contributions. (c) The eligibility of Eligible Costs submitted by the Participant and the calculation of the Project Incentive claimed by the Participant will be subject to review by the IESO and its Technical Reviewer. If the IESO, with input from the Technical Reviewer, determines that some of the costs claimed were not Eligible Costs or that the Project Incentive is revised otherwise less than what has been claimed by the Participant, then the Project Incentive will be adjusted accordingly, the IESO will promptly notify the Participant of the amount of the adjusted Project Incentive, and such adjusted Project Incentive will, absent manifest error, be binding upon the Parties. (d) The Participant must: (i) at the same time that the Participant delivers the Final Project Status Report, submit to the IESO all relevant receipts and, as may be required by the IESO, other documentation, showing the actual Eligible Costs incurred and paid by the Participant, which may be subject to review in accordance with Section 3.2(a), 2.2(c) or audit in accordance with the Agreement; and (ii) promptly notify the IESO is entitled to deliver a notice in writing of any changes to the Participant setting amount of Third Party Contributions set out the calculation of the lowered Project Incentive, Project Payback and Net Project Incentive which shall be binding upon the Parties absent manifest error on the face of such noticein Exhibit "A".