Common use of Aggregate Buyer’s Exposure Clause in Contracts

Aggregate Buyer’s Exposure. In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. On a Transaction Date, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall be deemed equal to zero. (a) Buyer shall provide Seller with the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price and the Off-Peak Forward Price. (b) Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, subject to the Confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance Assurance) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer is making determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by Seller shall not be cause for any delay by Seller in posting any Performance Assurance requested by Buyer.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. . On a Transaction Date, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To , and to the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall also be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller pricing services (the “Pricing Agent”) with respect to Transactions under this Agreement. The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerBuyer during the pendency of any such dispute.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. . On a Transaction Date, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To , and to the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall also be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller pricing services (the “Pricing Agent”) with respect to Transactions under this Agreement. The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerXxxxx during the pendency of any such dispute.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. . On a Transaction Date, for non-Spot Energy Transactions, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To , and to the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall also be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller pricing services (the “Pricing Agent”) with respect to the non-Spot Energy Transactions under this Agreement. The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-On- Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerBuyer during the pendency of any such dispute.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. . On a Transaction Date, for non-Spot Energy Transactions, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To , and to the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall also be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller pricing services (the “Pricing Agent”) with respect to the non-Spot Energy Transactions under this Agreement. The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-On- Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerXxxxx during the pendency of any such dispute.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. On a Transaction Date, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller with pricing services (the “Pricing Agent”). The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerBuyer during the pendency of any such dispute.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. On a Transaction Date, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller with pricing services (the “Pricing Agent”). The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerXxxxx during the pendency of any such dispute.

Aggregate Buyer’s Exposure. In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. On a Transaction Date, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall be deemed equal to zero. (a) . Buyer shall provide Seller with the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, subject to the Confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance Assurance) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer is making determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by Seller shall not be cause for any delay by Seller in posting any Performance Assurance requested by Buyer.

Aggregate Buyer’s Exposure. (a) In order to determine the amount of Performance Assurance during the term of this Agreement, Buyer shall calculate the Aggregate Buyer’s Exposure under Aggregate Transactions once per Business Day, pursuant to the process and methodology described in Exhibit E. On . [ To]On a Transaction Date, for non-Spot Energy Transactions, the Buyer’s Exposure for that Transaction shall be deemed equal to zero. To , and to the extent that the calculations of the Aggregate Buyer’s Exposure for a given date result in a negative number, the Aggregate Buyer’s Exposure for such date shall also be deemed equal to zero. (ab) Buyer shall contract with and pay for the services of a single independent consultant to provide Seller pricing services (the “Pricing Agent”) with respect to the non-Spot Energy Transactions under this Agreement. The Pricing Agent shall provide to the Buyer the On-Peak Initial Xxxx Xxxxx and the Off-Peak Initial Xxxx Xxxxx. In addition, on each Business Day, the Pricing Agent shall provide to the Buyer shall use reasonable efforts to provide Seller with the On-Peak Forward Price and the Off-Peak Forward Price. To the extent that information and/or quotes are not available to determine an On-Peak Forward Price or Off-Peak Forward Price for a given month Buyer the Pricing Agent shall be permitted to use information and/or quotes relevant to such month for which information/and quotes are available in order to provide Seller the Buyer the required On-Peak Forward Price and Off-Peak Forward Price for such month. Exhibit E presents in more detail the methodology to be used by Buyer the Pricing Agent in determining the Off-Peak Initial Xxxx Xxxxx, the On-Peak Initial Xxxx Xxxxx, the On-Peak Forward Price Price, and the Off-Peak Forward Price. (b) . Buyer shall use reasonable efforts to provide Seller with the Aggregate Buyer’s Exposure on each Business Day, Day subject to the Confidentiality confidentiality provisions of this Agreement. (c) Pursuant to Section 14.1 (Requirement for Performance AssuranceAssurance Requirement) above, Seller shall not dispute any request by Buyer for Performance Assurance. Notwithstanding such provision, Seller may dispute Buyer's the Pricing Agent’s determinations of the On-Peak Initial Xxxx Xxxxx, Off-Peak Initial Xxxx Xxxxx, On-Peak Forward Price and Off-Peak Forward Price if Seller can demonstrate that Buyer the Pricing Agent has been grossly negligent or has exhibited willful misconduct in such determinations, or that Buyer the Pricing Agent is making such determinations in a manner that is arbitrary, capricious or erroneous on its face. Such dispute of Buyer's determinations by , provided, however, that Seller shall not be cause for any delay by Seller in posting remain obligated to post any Performance Assurance requested by BuyerBuyer during the pendency of any such dispute.