Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within ten (10) Business Days of receipt of the Non-Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute. Disputes regarding the Termination Payment shall be determined in accordance with Article Twelve.
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within three (3) Business Days of receipt of Non- Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute; provided, however, that if the Termination Payment is due from the Defaulting Party, the Defaulting Party shall first provide commercially reasonable financial assurances to the Non-Defaulting Party in an amount equal to the Termination Payment.
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within five (5) Business Days of receipt of Non-Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute; provided, however, that if the Termination Payment is due from the Defaulting Party, the Defaulting Party first shall pay the undisputed portion of the Termination Payment to the Non-Defaulting Party pursuant to Section 17.6 above, and then deposit into an interest bearing escrow account for the benefit of the prevailing Party an amount equal to the disputed portion of such Termination Payment.
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within three (3) Business Days of receipt of Non-Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute; provided, however, that if the Termination Payment is due from the Defaulting Party, the Defaulting Party shall first transfer collateral to the Non-Defaulting Party in an amount equal to the Termination Payment, such collateral to be in a form acceptable to the Non-Defaulting Party as specified in the notice of Termination Payment pursuant to Section 5.4(c).
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment or Default Payment, as applicable, in whole or in part, the Defaulting Party shall, within five (5) Business Days of receipt of Non-Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute; provided, however, that if the Termination Payment is due from the Defaulting Party, the Defaulting Party shall first transfer Performance Assurance to the Non- Defaulting Party in an amount equal to the Termination Payment (as calculated by the Non-Defaulting Party).
Disputes With Respect to Termination Payment. If the defaulting Party disputes the non-defaulting Party’s calculation of the Termination Payment, in whole or in part, the defaulting party shall, within five (5) Business Days of receipt of non-defaulting Party’s calculation of the Termination Payment, provide to the non-defaulting Party a detailed written explanation of the basis for such dispute; provided, however, that if the Termination Payment is due from the defaulting Party, the defaulting Party first shall pay the undisputed portion of the Termination Payment to the non-defaulting Part, and transfer credit support in the form of Replacement Security to the non-defaulting Party in an amount equal to the disputed portion of the Termination Payment or actually pay the disputed amount to the non-defaulting Party. Without limiting the foregoing, any disputes between the Parties with respect to the calculation of the Termination Payment shall be conducted in accordance with Article 13 of the Agreement.
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within ten
Disputes With Respect to Termination Payment. If the defaulting Party disputes the non-defaulting Party’s calculation of the termination payment in whole or in part, the defaulting Party shall, within five (5) Business Days of receipt of the non-defaulting Party’s calculation of the termination payment provide to the non-defaulting Party a detail written explanation of the basis for such dispute; provided, however, that if the termination payment is due from the defaulting Party, the defaulting Party first shall pay the undisputed portion of the termination payment to the non-defaulting Party, and then deposit in an interest-bearing escrow account for the benefit of the prevailing Party and amount equal to the disputed portion of the termination payment.
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party's calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within ten (10) Business Days after receipt of Non-Defaulting Party's calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute. The Defaulting Party and the Non-Defaulting Party shall use all commercially reasonable efforts to resolve such dispute by negotiation and compromise. If they are unable to do so within twenty (20) Business Days after the Defaulting Party's delivery of such detailed written explanation, both Parties shall have the right to exercise any or all of their legal rights and remedies with respect to such dispute.
Disputes With Respect to Termination Payment. If the Defaulting Party disputes the Non-Defaulting Party’s calculation of the Termination Payment, in whole or in part, the Defaulting Party shall, within five (5) Business Days of receipt of Non-Defaulting Party’s calculation of the Termination Payment, provide to the Non-Defaulting Party a detailed written explanation of the basis for such dispute; provided, however, that if the Termination Payment is due from the Defaulting Party, the Defaulting Party shall first transfer additional amounts for the Seller Security to the Non-Defaulting Party in an amount equal to the amount calculated by the Non-Defaulting Party to be the Termination Payment. If the Non-Defaulting Party is the Buyer and the Lead Lender has elected not to pursue its rights to cure the Seller Event of Default, the Buyer may purchase the Project from the Seller for an amount equivalent to eighty percent (80%) of the net present value of the remaining Monthly Capacity Payments, as calculated using a discount rate of six percent (6%), but in no instance for an amount less than the amount required to satisfy in full all outstanding Lender obligations plus applicable prepayment premiums. Buyer shall notify both Seller and Lead Lender at least fifteen (15) Days before the expiration of the last applicable cure period that Buyer intends to exercise its option under this Section 12.5 to purchase the Project. Buyer shall also be entitled to draw upon any Seller Security established pursuant to Section 7.1 to satisfy in whole or in part any Seller’s obligations under this Agreement.
