Common use of Adjustment for Inaccurate Meters Clause in Contracts

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. In the event that Xxxxx’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s a Metering Device fails to register or Seller’s Metering Devices fail to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than a quarter of one percent (1.00.25%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : (i) In the event that Xxxxx’s the Metering Device is found to be defective or inaccurateinaccurate and an adjustment factor for the Metering Device cannot be reliably calculated, the Parties shall use Seller’s Metering Devicesthe measurements from BPA-owned meters if they have been installed, fully operational and calibrated pursuant to Section 5(c)(2). If BPA-owned meters have not been installed or, if installed, are not fully operational or calibrated, the Parties shall use production data from Seller’s Computer Monitoring System to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. . (ii) In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also Computer Monitoring System is found to be inaccurate by more than one two percent (1.02.0%), the Parties shall estimate the amount of the necessary adjustment on using the basis site meteorological information for the period of Delivered the inaccuracy based upon deliveries of Energy Output from the BPA Wind Turbines during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . (iii) In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i1) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii2) the one hundred eighty (180) Days 180- day period immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. . (iv) To the extent that the adjustment period covers overlaps with a period of deliveries for which payment has already been made to Seller by BuyerBPA, Buyer BPA shall use the corrected measurements as determined in accordance with this Article Section to re-compute recalculate the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer BPA for this such period from such re-computed recalculated amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer BPA to Seller; if the difference is a negative number, that difference shall be paid by Seller to BuyerBPA, or at the BPA’s discretion of Seller in the case of a payment to be made by Buyer to Seller, such difference may take the form of an offset to payments due Seller by BuyerBPA. Payment of such difference by the owing Party shall be made not later than thirty (30) Days days after the owing Party receives notice of the amount due, unless Buyer BPA elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s any Electric Metering Device Device, or Seller’s Metering Devices fail Back-Up Metering, fails to register, or if the measurement made by Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices Back-Up Metering, is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Electric Metering Device, or Seller’s Metering DevicesBack-Up Metering, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : (A) In the event that Xxxxx’s the Electric Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering DevicesBack-up Metering, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s Back-Up Metering Devices have has been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for lossesArticle 5. In the event that Seller either Party did not install Seller’s Metering DevicesBack-Up metering, or Seller’s Back-Up Metering Devices are is also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered deliveries of Solar Energy from the Facility and to the Point of Delivery during periods of similar operating conditions when the Buyer’s Electric Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . (B) In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Electric Metering Device to the test that found the Buyer’s Electric Metering Device to be defective or ****=Confidential treatment has been requested for the redacted portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as ****. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Electric Metering Device to be defective or inaccurate. . (C) To the extent that the adjustment period covers a period of deliveries for which payment has already been made by BuyerEPE, Buyer EPE shall use the corrected measurements as determined in accordance with this Article 5 to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer EPE for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer EPE to Seller; if the difference is a negative number, that difference shall be paid by Seller to BuyerEPE. In either case, or the owing Party, at the discretion of Seller in the case of a payment to be made by Buyer to Sellerits discretion, may take the form of an offset to such payments due Seller the other Party against undisputed amounts owed by Buyerthe other Party as specified in Section 9.3(A) of this Agreement. Payment The owing Party shall provide the other Party with notice and supporting documentation of the amount due. Except for offsets to payments, which may be offset immediately, payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice and supporting documentation of the amount due, unless Buyer elects payment via an offset. Interest shall be computed for any payments or offsets to payments made pursuant to this Section 5.3(C) at a rate equal to one-twelfth (1/12) of the prime rate published in the Wall Street Journal on the invoice due date (the “Interest Rate”).

Adjustment for Inaccurate Meters. If an Electric Metering Device, or Buyer’s Metering Device or Seller’s Metering Devices fail Back-Up Metering, fails to register, or if the measurement made by an Electric Metering Device, or Buyer’s Metering Device or Seller’s Metering Devices Back-Up Metering, is found upon testing to not be inaccurate by more than one percent accurate within a tolerance limit of two (1.0%)2) percent, an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Electric Metering Device, or SellerBuyer’s Metering DevicesBack-Up Metering, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : 4.2.1 In the event that Xxxxx’s the Electric Metering Device is found to be defective or inaccurate, the Parties shall use SellerBuyer’s Metering DevicesBack-Up Metering, if installed, to determine the amount of such the inaccuracy; provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the The Parties shall estimate mutually agree upon the necessary adjustment of the amount of the necessary adjustment Energy delivered during such period on the basis of Delivered the amount of Energy delivered from the Facility with defective meter and to the Transfer Point during periods of similar operating conditions when the Buyer’s Electric Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . 4.2.2 In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Electric Metering Device to the test that found the Buyer’s Electric Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Electric Metering Device to be defective or inaccurate. , whichever period is less. 4.2.3 To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments made by Buyer for this period from for such re-re- computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if . If the difference is a negative number, that difference shall be by paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to SellerBuyer, may take the form of an offset to against future payments due to Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset. All adjustments made pursuant to this Section 5.2 shall be made in accordance with the filed tariff of the Transmission Provider.

Adjustment for Inaccurate Meters. If Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices fail Back-Up Metering, fails to register, or if the measurement made by Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices Back-Up Metering, is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Electric Metering Device, or Seller’s Metering DevicesBack-Up Metering, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : (A) In the event that Xxxxx’s the Electric Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering DevicesBack-up Metering, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s Back-Up Metering Devices have has been tested and maintained in accordance with the provisions of this SectionArticle. If the Seller’s Back-Up Metering Devices are is installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices Back-Up metering data shall be adjusted for losseslosses in the same manner as for the Electric Metering Devices. In the event that Seller did Back-Up Metering is not install Seller’s Metering Devicesinstalled, or Seller’s Back-Up Metering Devices are is also found to be inaccurate by more than one percent (1.0%), the Parties shall use the SCADA data collected at each Wind Turbine in the Facility for the period of inaccuracy, adjusted as agreed by the Parties for losses occurring between each Seller and the Point of Delivery. If such SCADA data is incomplete or unavailable, the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered deliveries of Renewable Energy from the Facility and to the Point of Delivery during periods of similar operating conditions when the Buyer’s Electric Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . (B) In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Electric Metering Device to the test that found the Buyer’s Electric Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Electric Metering Device to be defective or inaccurate. . (C) To the extent that the adjustment period covers a period of deliveries for which payment has already been made by BuyerCompany, Buyer Company shall use the corrected measurements as determined in accordance with this Article to re-compute recompute the amount due for the period of the inaccuracy and shall subtract the previous payments made by Buyer Company for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer Company to Seller; if the difference is a negative number, that difference shall be paid by Seller to BuyerCompany, or at the discretion of Seller in the case of a payment to be made by Buyer to SellerCompany, may take the form of an offset to payments due Seller by BuyerCompany. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer Company elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail fails to register, or if the measurement made by BuyerXxxxx’s Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. :  In the event that Xxxxx’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made.  In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate.  To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail a Revenue Meter fails to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices a Revenue Meter is found upon testing to be inaccurate by more than or less than one half of one percent (1.0.5%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, Revenue Meter for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : 5.2.1 As may be agreed upon by the Parties, or 5.2.2 In the event that Xxxxx’s Metering Device is found the Parties cannot agree on the amount of the adjustment necessary to be correct the measurements made by any inaccurate or defective or inaccurateRevenue Meter, the Parties shall use Seller’s Metering Devices's backup metering, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have 's backup metering has been tested and maintained andmaintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for lossesSection 5.2.2. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are 's backup metering also is found to be inaccurate by more than one percent (1.0%)the allowable limits set forth in this Section 5.2.2, the Parties shall mutually agree to estimate the amount of the necessary adjustment on the basis of Delivered deliveries of Capacity and Electric Energy during periods of similar operating conditions when the Buyer’s Metering Device Revenue Meter was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . 5.2.3 In the event that the Parties cannot agree on the actual period during which the Revenue Meter(s) made inaccurate measurements were mademeasurements, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device Revenue Meter to the test that found the Buyer’s Metering Device Revenue Meter to be defective or inaccurate, or (ii) the one hundred eighty (180) Days days immediately preceding the test that found the Buyer’s Metering Device Revenue Meter to be defective or inaccurate. . 5.2.4 To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer Seller shall use the corrected measurements as determined in accordance with this Article Sections 5.2.1, 5.2.2, or 5.2.3 hereof to re-compute recompute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed recomputed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller Buyer in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by BuyerBuyer hereunder. Payment Adjustment of such difference by the owing Party shall be made not later than thirty (30) Days days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail a Revenue Meter fails to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices a Revenue Meter is found upon testing to be inaccurate by more than or less than one half of one percent (1.0.5%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, Revenue Meter for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : 5.2.1 As may be agreed upon by the Parties, or 5.2.2 In the event that Xxxxx’s Metering Device is found the Parties cannot agree on the amount of the adjustment necessary to be correct the measurements made by any inaccurate or defective or inaccurateRevenue Meter, the Parties shall use Seller’s Metering Devices's backup metering, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have 's backup metering has been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for lossesSection 5.2.2. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are 's backup metering also is found to be inaccurate by more than one percent (1.0%)the allowable limits set forth in this Section 5.2.2, the Parties shall mutually agree to estimate the amount of the necessary adjustment on the basis of Delivered deliveries of Capacity and Electric Energy during periods of similar operating conditions when the Buyer’s Metering Device Revenue Meter was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . 5.2.3 In the event that the Parties cannot agree on the actual period during which the Revenue Meter(s) made inaccurate measurements were mademeasurements, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device Revenue Meter to the test that found the Buyer’s Metering Device Revenue Meter to be defective or inaccurate, or (ii) the one hundred eighty (180) Days days immediately preceding the test that found the Buyer’s Metering Device Revenue Meter to be defective or inaccurate. . 5.2.4 To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer Seller shall use the corrected measurements as determined in accordance with this Article Sections 5.2.1, 5.2.2, or 5.2.3 hereof to re-compute recompute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed recomputed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller Buyer in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by BuyerBuyer hereunder. Payment Adjustment of such difference by the owing Party shall be made not later than thirty (30) Days days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices fail Back-Up Metering, fails to register, or if the measurement made by Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices Back- Up Metering, is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Electric Metering Device, or Seller’s Metering DevicesBack-Up Metering, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. In : 5.6.1 If the event that Xxxxx’s Electric Metering Device is found to be defective inaccurate or inaccuratedefective, and Back-Up Metering has been tested and maintained in accordance with the provisions of this Section 5.6, the Parties shall use Seller’s Metering DevicesBack-Up Metering, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s . Back-Up Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s data shall be adjusted for losses if Back-up Metering Devices are is installed on the low side of Seller’s step-up transformer, the Seller’s . If Back-up Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are is also found to be inaccurate by more than one percent (1.0%)) or no back-up metering was installed, the Parties shall use the SCADA data collected at each Wind Turbine in the Facility for the period of inaccuracy, adjusted as agreed by the Parties for losses occurring between each Wind Turbine and the Point of Delivery. If, and to the extent, such SCADA is incomplete or unavailable, the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered deliveries of Contract Energy from the Facility during periods of similar operating conditions when the Buyer’s Electric Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. In the event that . 5.6.2 If the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the one hundred eighty (180) Days immediately preceding the test that found the Electric Metering Device to be defective or inaccurate or (ii) the last one-half of the period from the last previous test of the Buyer’s Electric Metering Device to the test that found the Buyer’s Electric Metering Device to be defective or inaccurate, or (ii) . 5.6.3 MP shall use the one hundred eighty (180) Days immediately preceding corrected measurements as determined in accordance with this Section 5.6 to recompute the test that found amount due for the Buyer’s Metering Device period of the inaccuracy to be defective or inaccurate. To the extent that the adjustment period covers a period of deliveries for which payment has already been made by BuyerMP, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and MP shall subtract the previous payments by Buyer MP for this period from such re-computed recomputed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to BuyerMP or, or at the discretion of Seller in the case of a payment to be made by Buyer to SellerMP, may take the form of an offset to payments due Seller by BuyerMP in an amount each month of no more than thirty percent (30%) of each applicable invoice; if the difference is a positive number, the difference shall be paid by MP to Seller. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice Notice of the amount due, unless Buyer except to the extent MP elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. In the event that XxxxxBuxxx’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. . 7.14.1 In the event that XxxxxBuyer’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . 7.14.2 In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. . 7.14.3 To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s an Electric Metering Device or Seller’s Metering Devices fail fails to register, or if the measurement made by Buyer’s an Electric Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Electric Metering Device, or Seller’s Metering DevicesBorough's Back-Up Metering, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : In the event that Xxxxx’s the Electric Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering DevicesBorough's Back-up Metering, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s Borough's Back-Up Metering Devices have has been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were madeArticle. In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Electric Metering Device to the test that found the Buyer’s Electric Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Electric Metering Device to be defective or inaccurate. To the extent that the adjustment period covers a period of deliveries for which payment has already been made by BuyerBorough, Buyer Seller shall use the corrected measurements as determined in accordance with this Article to re-compute recalculate the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer Borough for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer Borough to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offsetBorough.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device or Seller’s Metering Devices fail to register, or if the measurement made by Buyer’s Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. . 3.14.1 In the event that XxxxxBuyer’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . 3.14.2 In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. . 3.14.3 To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device Device, or Seller’s Metering Devices fail Devices, fails to register, or if the measurement made by Buyer’s Metering Device Device, or Seller’s Metering Devices Devices, is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. :  In the event that Xxxxx’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made.  In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate.  To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s a Metering Device or Seller’s Metering Devices fail fails to register, or if the measurement made by Buyer’s a Metering Device or Seller’s Metering Devices is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, Device for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : (A) As may be agreed upon by the Parties, or (B) In the event that Xxxxx’s the Parties cannot agree on the amount of the adjustment necessary to correct the measurements made by any inaccurate or defective Metering Device is found to be defective or inaccurateDevice, the Parties shall use Seller’s Metering Devices's Backup Metering, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s 's Backup Metering Devices have has been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for lossesSections 8.2(D) and 8.2(E). In the event that Seller did not install Seller’s 's Backup Metering Devices, or Seller’s Metering Devices are also is found to be inaccurate by more than one percent (1.0%)the allowable limits set forth in this Section 8.3, the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered deliveries of Capacity and Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. . (C) In the event that the Parties cannot agree on the actual period during which the Metering Device(s) made inaccurate measurements were mademeasurements, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. . (D) To the extent that the adjustment period covers a period of deliveries for which payment has already been made by BuyerSouthwestern, Buyer Southwestern shall use the corrected measurements as determined in accordance with this Article Sections 8.3(A), (B) or (C) hereof to re-compute recompute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer Southwestern for this period from such re-computed recomputed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer Southwestern to Seller; if the difference is a negative number, that difference shall be paid by Seller to BuyerSouthwestern, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, Southwestern may take the form of an offset to payments Payments due Seller by BuyerSouthwestern hereunder. Payment of such difference by the owing Party shall be made not later than thirty (30) Days days after the owing Party receives notice of the amount due, unless Buyer Southwestern elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices fail Back-Up Metering, fails to register, or if the measurement made by Buyer’s an Electric Metering Device Device, or Seller’s Metering Devices Back-Up Metering, is found upon testing to be inaccurate by more than five-one hundredths of one percent (1.00.05%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Electric Metering Device, or Seller’s Metering DevicesBack-Up Metering, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. In manner:‌ (a) If the event that Xxxxx’s Electric Metering Device is found to be defective inaccurate or inaccuratedefective, the Parties shall use Seller’s and that Back-Up Metering Devices, if installed, to determine the amount of such inaccuracy; provided, however, that Seller’s Metering Devices have has been tested and maintained in accordance with the provisions of this Section. If , the Seller’s Parties shall use Back-Up Metering, if installed, to determine the amount of such inaccuracy. (b) Metering Devices are is installed on the low side of Seller’s step-up transformer, the Seller’s . If Back-up Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are is also found to be inaccurate by more than five hundredths of one percent (1.00.05%)) or no back- up metering was installed, the Parties shall use the SCADA data collected at the Facility for the period of inaccuracy, adjusted as agreed by the Parties. If, and to the extent, such SCADA is incomplete or unavailable, the Parties shall estimate the amount of the necessary adjustment based on deliveries of Contract Energy from the basis of Delivered Energy Facility during periods of similar operating conditions when the Buyer’s Electric Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. made.‌ (c) In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the one hundred eighty (180) Days immediately preceding the test that found the Electric Metering Device to be defective or inaccurate or (ii) the last one-half of the period from the last previous test of the Buyer’s Electric Metering Device to the test that found the Buyer’s Electric Metering Device to be defective or inaccurate, or . (iid) MP shall use the one hundred eighty (180) Days immediately preceding corrected measurements as determined in accordance with this Section to recompute the test that found amount due for the Buyer’s Metering Device period of the inaccuracy to be defective or inaccurate. To the extent that the adjustment period covers a period of deliveries for which payment has already been made by BuyerMP, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and MP shall subtract the previous payments by Buyer MP for this period from such re-computed recomputed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to BuyerMP, or at the discretion of Seller in the case of a payment to be made by Buyer to SellerMP, may take the form of an offset to payments due Seller by BuyerMP in an amount each month of no more than thirty percent (30%) of each applicable invoice; if the difference is a positive number, the difference shall be paid by MP to Seller. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice Notice of the amount due, unless Buyer except to the extent MP elects payment via an offset.

Adjustment for Inaccurate Meters. If Buyer’s Metering Device Device, or Seller’s Metering Devices fail Devices, fails to register, or if the measurement made by Buyer’s Metering Device Device, or Seller’s Metering Devices Devices, is found upon testing to be inaccurate by more than one percent (1.0%), an adjustment shall be made correcting all measurements by the inaccurate or defective Buyer’s Metering Device, or Seller’s Metering Devices, for both the amount of the inaccuracy and the period of the inaccuracy, in the following manner. : In the event that Xxxxx’s Metering Device is found to be defective or inaccurate, the Parties shall use Seller’s Metering Devices, if installed, to determine the amount of such inaccuracy; , provided, however, that Seller’s Metering Devices have been tested and maintained in accordance with the provisions of this Section. If the Seller’s Metering Devices are installed on the low side of Seller’s step-up transformer, the Seller’s Metering Devices data shall be adjusted for losses. In the event that Seller did not install Seller’s Metering Devices, or Seller’s Metering Devices are also found to be inaccurate by more than one percent (1.0%), the Parties shall estimate the amount of the necessary adjustment on the basis of Delivered Energy during periods of similar operating conditions when the Buyer’s Metering Device was registering accurately. The adjustment shall be made for the period during which inaccurate measurements were made. In the event that the Parties cannot agree on the actual period during which the inaccurate measurements were made, the period during which the measurements are to be adjusted shall be the shorter of (i) the last one-half of the period from the last previous test of the Buyer’s Metering Device to the test that found the Buyer’s Metering Device to be defective or inaccurate, or (ii) the one hundred eighty (180) Days immediately preceding the test that found the Buyer’s Metering Device to be defective or inaccurate. To the extent that the adjustment period covers a period of deliveries for which payment has already been made by Buyer, Buyer shall use the corrected measurements as determined in accordance with this Article to re-compute the amount due for the period of the inaccuracy and shall subtract the previous payments by Buyer for this period from such re-computed amount. Such computation and methodology shall be shared with Seller and the Parties shall use good faith efforts to reach mutual agreement on this calculation. If the difference is a positive number, the difference shall be paid by Buyer to Seller; if the difference is a negative number, that difference shall be paid by Seller to Buyer, or at the discretion of Seller in the case of a payment to be made by Buyer to Seller, may take the form of an offset to payments due Seller by Buyer. Payment of such difference by the owing Party shall be made not later than thirty (30) Days after the owing Party receives notice of the amount due, unless Buyer elects payment via an offset.