Remedy for Seller’s Failure to Deliver Clause Samples

Remedy for Seller’s Failure to Deliver. If Seller sells, delivers or transfers Output or any Product from the Facility to a party other than PacifiCorp in breach of Section 4.3 or Seller makes a public statement or otherwise takes an action that any Governmental Authority or the Center for Resource Solutions determines is a retirement, double counting, double sale, double use or double claim of Green Tags, including upon the occurrence and during the continuation of an Event of Default by Seller under Section 11.1.2(c) or Section 11.1.2(d), then Seller shall pay PacifiCorp within five (5) Business Days after receipt of an invoice from PacifiCorp, an amount equal to the sum of (as applicable): (a) PacifiCorp’s Cost to Cover multiplied by the Net Output delivered to a party other than PacifiCorp or Potential Net Output not delivered to PacifiCorp; provided that any disputes between the Parties with respect to the amount of such Potential Net Output will be resolved in accordance with Section 24, as applicable; (b) additional transmission charges, if any, reasonably incurred by PacifiCorp in moving replacement energy to the Point of Delivery or if not there, to such points in PacifiCorp’s control area as determined by PacifiCorp in its sole discretion; (c) damages incurred by PacifiCorp as a result of the failure of Seller to sell and deliver Capacity Rights and Ancillary Services in accordance with this Agreement, including upon the occurrence and during the continuation of an Event of Default by Seller under Section 11.1.2(c) or Section 11.1.2(d); (d) damages incurred by PacifiCorp as a result of the failure of Seller to sell and deliver Green Tags in accordance with this Agreement, including upon the occurrence and during the continuation of an Event of Default by Seller under Section 11.1.2(c) or Section 11.1.2(d), which shall be calculated based on the applicable Green Tags Price Component; and (e) any additional cost or expense incurred as a result of Seller’s breach of Section 4.3, as reasonably determined by PacifiCorp. PacifiCorp’s invoice for such amount shall include a written statement explaining in reasonable detail the calculation of such amount. Nothing in this Section 11.2.1 shall limit in any respect PacifiCorp’s right to terminate this Agreement and exercise its other rights and remedies in connection therewith pursuant to Section 11.3.

Remedy for Seller’s Failure to Deliver. Upon the occurrence and during the continuation of a default of Seller under Section 11.1.2(c), Seller shall pay PacifiCorp within five (5) Business Days after invoice receipt, an amount equal to the sum of (a) PacifiCorp's Cost to Cover multiplied by the Net Output delivered to a party other than PacifiCorp, (b) additional transmission charges, if any, reasonably incurred by PacifiCorp in moving replacement energy to the Point of Delivery or if not there, to such points in PacifiCorp's control area as are determined by PacifiCorp, and (c) any additional cost or expense incurred as a result of Seller's default under Section 11.1.2(c), as determined by PacifiCorp in a commercially reasonable manner. The invoice for such amount shall include a written statement explaining in reasonable detail the calculation of such amount.

Remedy for Seller’s Failure to Deliver. Upon the occurrence and during the continuation of a breach by Seller of Sections 4.1 and 4.3, Seller must pay Utility within thirty (30) days after receipt of invoice, subject to Sections 10.3 and unless subject to a good faith dispute under Section 10.4, an amount equal to the Utility’s Cost to Cover multiplied by the Net Output delivered to a party other than Utility. Notwithstanding the foregoing, total damages under this Section may not exceed the aggregate amount Utility would have incurred to purchase Seller’s Net Output and Environmental Attributes if purchasing Environmental Attributes from Seller, had Seller delivered all Net Output to Utility. The invoice for such amount must include a written statement explaining in reasonable detail the calculation of such amount.

Remedy for Seller’s Failure to Deliver. If (a) Seller fails to deliver all or part of the energy (and associated Renewable Energy Credits) required to be delivered as Net Output pursuant to this Agreement, (b) such failure is not excused under the terms of this Agreement or by PacifiCorp’s failure to perform, and (c) such failure is not attributable solely to deficiencies in actual output from the Facility (which deficiencies are governed exclusively by the provision of Section 6.11 and not this Section 10.2.1), then Seller shall pay PacifiCorp within five (5) Business Days after invoice receipt, an amount for such deficiency in Net Output equal to (i) PacifiCorp’s Cost to Cover multiplied by the Net Output not delivered, (ii) additional transmission charges, if any, reasonably incurred by PacifiCorp in causing replacement energy to be delivered to the Point of Delivery, and (iii) any additional cost or expense incurred as a result of Seller’s failure to deliver, as determined by PacifiCorp in a commercially reasonable manner (but not including any penalties, ratcheted demand or similar charges). The invoice for such amount shall include a written statement explaining in reasonable detail the calculation of such amount. In the event PacifiCorp draws on the Default Security pursuant to Section 7.2.4 for any such delivery failure, the delivery failure shall be deemed cured to the extent of the amounts drawn down by PacifiCorp.

Remedy for Seller’s Failure to Deliver. If Seller fails to deliver all or part of the Output (and associated RECs) required to be delivered under this Agreement, and such failure is not excused under the terms hereof or by Buyer’s failure to perform, then Seller shall pay Buyer within five (5) Business Days after invoice receipt, an amount equal to (i) Buyer’s Cost to Cover multiplied by the Net Output not delivered, (ii) additional transmission charges, if any, reasonably incurred by Buyer in moving replacement energy to the Point of Delivery or if not there, to such points in Buyer’s control area as are determined by Buyer, and

Remedy for Seller’s Failure to Deliver. Upon the occurrence and during the continuation of an Event of Default of Seller under Section 11.1.2(c), Seller must pay PacifiCorp within five (5) Business Days after receipt of invoice, an amount equal to the sum of (a) PacifiCorp’s Cost to Cover multiplied by the Net Output delivered to a party other than PacifiCorp, (b) additional transmission charges, if any, reasonably incurred by PacifiCorp in moving replacement energy to the Point of Delivery or if not there, to such points in PacifiCorp’s control area as determined by PacifiCorp, and (c) any additional cost or expense incurred as a result of Seller’s default, as determined by PacifiCorp in a commercially reasonable manner. The invoice for such amount must include a written statement explaining in reasonable detail the calculation of such amount. RECEIVED MARCH 01, 2021 WA. UT. & TRANS. COMM.

Remedy for Seller’s Failure to Deliver. Upon the occurrence and during the continuation of a default of Seller under Section 11.1.2(c), Seller shall pay PacifiCorp within ten (10) Business Days after invoice receipt, an amount equal to (a) PacifiCorp's Cost to Cover multiplied by the Net Output delivered to a party other than PacifiCorp, (b) to the extent not included in PacifiCorp’s Cost to Cover, additional transmission charges, if any, reasonably incurred by PacifiCorp in moving replacement energy to the Point of Delivery or if not there, to such points in PacifiCorp's control area as are determined by PacifiCorp, and (c) to the extent not included in PacifiCorp’s Cost to Cover, any additional out-of-pocket cost or expense incurred as a result of Seller's default under Section 11.1.2(c), as determined by PacifiCorp in a commercially reasonable manner (but not including any penalties, ratcheted demand or similar charges). The invoice for such amount shall include a written statement explaining in reasonable detail the calculation of such amount.