CONDITIONS PRECEDENT; EFFECTIVE DATE; CONSTRUCTION; AND INITIAL DELIVERY DATE. XI.1 Conditions Precedent to Effective Date .
CONDITIONS PRECEDENT; EFFECTIVE DATE; CONSTRUCTION; AND INITIAL DELIVERY DATE. 58 11.1 Conditions Precedent to Effective Date 58 11.2 Construction 60 11.3 Initial Delivery Date 61 11.4 Delay Damages; Termination Upon Delay 63 11.5 Effect of Force Majeure 63 ARTICLE XII. DISPUTE RESOLUTION 64 12.1 Intent of the Parties 64 12.2 Management Negotiations 64 12.3 Mediation 64 12.4 Arbitration 65
CONDITIONS PRECEDENT; EFFECTIVE DATE; CONSTRUCTION; AND INITIAL DELIVERY DATE. 5857 11.1 Conditions Precedent to Effective Date 5857 11.2 Construction 6058
CONDITIONS PRECEDENT; EFFECTIVE DATE; CONSTRUCTION; AND INITIAL DELIVERY DATE. 55 5.1 The Effective Date 55 -i- TABLE OF CONTENTS (continued) Page 5.2 Construction 56 5.3 Initial Delivery Date 58 5.4 Delay Damages; Termination Upon Delay 60 5.5 Effect of Force Majeure 63 5.6 Termination of Agreement Upon Publication of MMS Regulations 63 5.7 Termination of Agreement Upon Termination or Modification of Production Tax Credit 64 ARTICLE VI PAYMENT AND NETTING; RECORDS AND AUDIT RIGHTS 64 6.1 Billing and Payment 64 6.2 Netting and Payment 65 6.3 Disputes and Adjustments of Invoices 65 6.4 Termination Payment and Termination Fee 66 6.5 Records 66 6.6 Audit 66 6.7 Payments 68 ARTICLE VII LIMITATIONS 68 7.1 Limitation of Remedies, Liability and Damages 68
CONDITIONS PRECEDENT; EFFECTIVE DATE; CONSTRUCTION; AND INITIAL DELIVERY DATE or any other provision hereof, and will continue until the end of the Services Term; provided however, that all payment and Collateral obligations between the Parties arising under this Agreement, including any compensation for the Products, Termination Payment, Termination Fee, Delay Damages, indemnification payments or other damages, shall survive until the date as of which all payments under this Agreement are indefeasibly paid in full (whether directly or indirectly such as through set-off or netting). The Initial Delivery Date will occur, on or after the Effective Date, upon satisfaction of the conditions precedent set forth in Section 5.3. The ”Services Term” is the period commencing on the Initial Delivery Date and continuing until the earlier to occur of (i) the date that is twenty-five (25) years after the Initial Delivery Date, and (ii) June 1, 2039, as such date may be extended for up to eighteen (18) months for reasons of (1) a Force Majeure Event, (2) Buyer’s failure to perform its obligations under the Agreement or (3) delays in obtaining the Permits set forth on Schedule 3 hereto beyond the dates set forth on Schedule 3 for reasons that are beyond Seller’s control (including a delay in publication of the MMS Regulations beyond November 30, 2010), unless earlier terminated pursuant to the terms of the Agreement and in each case as reasonably documented and established by Seller.
