Common use of Determination of Fees Clause in Contracts

Determination of Fees. In respect of an Additional Receipt Point, First Gas shall set out provisional Interconnection and Termination Fees in the Amending Agreement to be executed by the Parties. First Gas will determine those provisional fees using the then-current Regulatory Settings and First Gas’ reasonable estimate of the cost to First Gas to design, build, operate and maintain that Additional Receipt Point (Estimated RP Cost). Subject to sections 11.6 and 11.7, no later than 6 Months after the Gas-On Date for an Additional Receipt Point, First Gas shall determine confirmed Interconnection and Termination Fees for each Year until the Expiry Date using the then-current Regulatory Settings and the actual cost to First Gas to design, build, operate and maintain the Additional Receipt Point (Actual RP Cost). First Gas will promptly notify the Interconnected Party in writing of that Actual RP Cost (together with reasonable supporting detail) and the confirmed fees for each Year until the Expiry Date, which shall replace the provisional fees set out in the Amending Agreement. First Gas shall, in its next invoice, debit or credit the Interconnected Party (as the case may be) for the difference between the amount paid by it based on the provisional Interconnection Fee and the amount it would have paid based on the confirmed Interconnection Fee. With effect from the first Reset Date after the Gas-on Date for any Additional Receipt Point and every subsequent Reset Date until the Expiry Date, First Gas will re-determine the Interconnection Fees and Termination Fees for each Year remaining until the Expiry Date using the then-current Regulatory Settings and the Actual RP Cost (the new fees to be effective from each Reset Date), and notify the Interconnected Party of those new fees in writing (together with reasonable supporting detail). No adjustment to any amounts previously paid by the Interconnected Party shall be required after any re-determination of Interconnection Fees. If, pursuant to any request by the Interconnected Party, First Gas agrees to make material modifications (as determined by First Gas) to its Pipeline or any First Gas Equipment after execution of the relevant Amending Agreement, First Gas may re-determine the Interconnection Fees and the Termination Fees to reflect any actual and reasonable costs it expects to incur as a result of those modifications. When determining or redetermining any fees pursuant to this section 11, First Gas will not include any costs not directly related to the relevant Receipt Point or Odorisation Facilities. First Gas will round up all Interconnection Fees, Termination Fees and Odorisation Fees to the nearest dollar per Day. Interconnected Fees and Odorisation Fees shall be payable from the relevant Gas-on Date until the Expiry Date (inclusive), subject to early termination of this Agreement (in relation to a Receipt Point or in total) pursuant to section 14, provided that if First Gas gives notice under section 7.11, the relevant Odorisation Fee shall cease to be payable on expiry of the required notice period and no Termination Fee shall be be payable in respect of those Odorisation Facilities. OBA Charges To the extent it is an OBA Party, the Interconnected Party shall be liable for and shall pay to First Gas: Balancing Gas Charges; and charges for Excess Running Mismatch; (together, XXX Xxxxxxx) determined by First Gas in accordance with the Code. Over-Flow Charge The Interconnected Party shall pay a charge for any Hour in which the metered quantity at a Receipt Point exceeds the Physical MHQ of that Receipt Point (Over-Flow Charge), equal to: Fee × OFQ × 20 where: Fee is First Gas’ highest published fee for Daily Nominated Capacity on the Transmission System (expressed in $/GJ) in the current Year; OFQ, the Over-Flow Quantity, is the greater of: the Hourly metered quantity – Physical MHQ; and zero. Excessive Flow Causing Loss In addition to any Over-Flow Charge and/or amount under section 3.4(a) it may be liable to pay, the Interconnected Party shall indemnify First Gas for any Loss incurred by First Gas that arises from its Over-Flow (where that Loss shall include any Interconnection Fees, Transmission Charges and/or Non-standard Transmission Charges which First Gas may be required to waive or rebate as a result) up to the Capped Amounts. First Gas shall use reasonable endeavours in the circumstances to mitigate its Loss. The Interconnected Party shall: not be relieved of liability under the indemnity in this section 11.12; and be deemed not to have acted as a Reasonable and Prudent Operator, if its Over-Flow result in a Critical Contingency being declared. Credits Receivable as an OBA Party To the extent it is an OBA Party, First Gas will credit the Interconnected Party in accordance with the Code: any Balancing Gas Credits due to it; and a share of the total Excess Running Mismatch Charges payable by all Receipt Point OBA Parties in respect of the previous Month, equal to: ERMCOBRP × MQIP ÷ ∑MQOBRP where: ERMCOBRP is the aggregate of the charges for Negative ERM and Positive ERM payable by all OBA Parties at Receipt Points that Month; MQIP is the aggregate of the metered quantities for that Month of all Receipt Points under this Agreement at which an OBA applies; and ∑MQOBRP is the aggregate of the metered quantities for that Month of all Receipt Points at which an OBA applies. invoicing and payment Timing First Gas shall invoice the Interconnected Party in respect of the previous (and any prior) Month, on or before: the 10th Day of each Month for the Charges (if any) and any other amounts (excluding Balancing Gas Charges); and the 14th Day of each Month (or as soon thereafter as is practicable), for the Balancing Charges (if any), provided that where the Balancing Gas Charges for a Month are less than the Balancing Gas Credits for that Month, First Gas will credit the difference against any Balancing Gas Charges payable the following Month. Goods and Services Tax First Gas shall express all amounts payable to it under this Agreement as excluding GST, which shall be due and payable at the same time as the payment to which it relates is due (GST Amount). Any invoices provided to the Interconnected Party under section 12.1 shall specify the GST Amount and comply with the “tax invoice” requirements in the Goods and Services Tax Xxx 0000. Other Taxes In addition to the Charges, OBA Charges and GST payable, the Interconnected Party shall pay to First Gas an amount equal to any new or increased tax, duty, impost, levy or charge (but excluding income tax and rates) (each a Tax) directly or indirectly imposed by the Government or any other regulatory authority that directly relates to First Gas’ provision of services under this Agreement (including First Gas’ sale and purchase of Balancing Gas), or in respect of any goods or services provided pursuant to this Agreement. First Gas will pass on any decrease of any such Tax to the Interconnected Party. Issuing of Invoices First Gas may issue any invoice (together with any supporting information) under section 12.1 by: e-mailing to the Interconnected Party’s e-mail address most recently (and specifically) notified in writing to First Gas; and/or posting the invoice as one or more PDF files on XXXXX. Payment by the Interconnected Party Subject to sections 12.1 and 12.6 to 12.8, the Interconnected Party shall pay to First Gas the aggregate amount stated on each invoice by direct credit to First Gas’ bank account stated on the invoice (or to any other bank account notified by First Gas in writing) by the later of: the 20th Day of the Month in which the invoice is issued; and 10 Business Days after the invoice is issued. The Interconnected Party shall no later than one Business Day after it makes a payment notify First Gas of the invoice numbers and the respective amounts to which that payment relates. Disputed Invoices Subject to section 12.7, if the Interconnected Party disputes any invoiced amount under section 12.1, (Invoice Dispute), the Interconnected Party shall, within 10 Days from the date it received the invoice, notify First Gas in writing identifying the amount in dispute and giving full reasons for the dispute (Invoice Dispute Notice). The Interconnected Party shall pay the undisputed portion of the invoice. If the Invoice Dispute has not been resolved by negotiation between the Parties within 10 Business Days of First Gas receiving the Invoice Dispute Notice, section 18 shall apply. In the absence of any manifest error, the Interconnected Party shall pay each invoiced amount in full in accordance with section 12.5 without any deduction or set-off of any kind. Incorrect Invoices If it shall be found at any time that the Interconnected Party has been overcharged or undercharged then, within 30 Days after that error has been discovered and the correct amount has been agreed by the Parties or determined pursuant to section 18, First Gas shall issue a credit note or debit note (as appropriate) in accordance with the Goods and Services Tax Xxx 0000. If the Interconnected Party has paid the invoice(s) containing an overcharge or undercharge, First Gas will refund or pay the Interconnected Party the amount of that overcharge or undercharge, as appropriate, as a correction on its next invoice, provided that there shall be no right to re-open invoices if more than 18 Months has elapsed since the date of the invoice.

Determination of Fees. In respect of an Additional Receipt Point, First Gas shall set out provisional Interconnection and Termination Fees in the Amending Agreement to be executed by the Parties. First Gas will determine those provisional fees using the then-current Regulatory Settings and First Gas’ reasonable estimate of the cost to First Gas to design, build, operate and maintain that Additional Receipt Point (Estimated RP Cost). Subject to sections 11.6 and 11.7, no later than 6 Months after the Gas-On Date for an Additional Receipt Point, First Gas shall determine confirmed Interconnection and Termination Fees for each Year until the Expiry Date using the then-current Regulatory Settings and the actual cost to First Gas to design, build, operate and maintain the Additional Receipt Point (Actual RP Cost). First Gas will promptly notify the Interconnected Party in writing of that Actual RP Cost (together with reasonable supporting detail) and the confirmed fees for each Year until the Expiry Date, which shall replace the provisional fees set out in the Amending Agreement. First Gas shall, in its next invoice, debit or credit the Interconnected Party (as the case may be) for the difference between the amount paid by it based on the provisional Interconnection Fee and the amount it would have paid based on the confirmed Interconnection Fee. With effect from the first Reset Date after the Gas-on Date for any Additional Receipt Point and every subsequent Reset Date until the Expiry Date, First Gas will re-determine the Interconnection Fees and Termination Fees for each Year remaining until the Expiry Date using the then-current Regulatory Settings and the Actual RP Cost (the new fees to be effective from each Reset Date), and notify the Interconnected Party of those new fees in writing (together with reasonable supporting detail). No adjustment to any amounts previously paid by the Interconnected Party shall be required after any re-determination of Interconnection Fees. If, pursuant to any request by the Interconnected Party, First Gas agrees to make material modifications (as determined by First Gas) to its Pipeline or any First Gas Equipment after execution of the relevant Amending Agreement, First Gas may re-determine the Interconnection Fees and the Termination Fees to reflect any actual and reasonable costs it expects to incur as a result of those modifications. When determining or redetermining any fees pursuant to this section 11, First Gas will not include any costs not directly related to the relevant Receipt Point or Odorisation Facilities. First Gas will round up all Interconnection Fees, Termination Fees and Odorisation Fees to the nearest dollar per Day. Interconnected Fees and Odorisation Fees shall be payable from the relevant Gas-on Date until the Expiry Date (inclusive), subject to early termination of this Agreement (in relation to a Receipt Point or in total) pursuant to section 14, provided that if First Gas gives notice under section 7.11, the relevant Odorisation Fee shall cease to be payable on expiry of the required notice period and no Termination Fee shall be be payable in respect of those Odorisation Facilities. OBA Charges To the extent it is an OBA Party, the Interconnected Party shall be liable for and shall pay to First Gas: Balancing Gas Charges; and charges for Excess Running Mismatch; (together, XXX XxxxxxxOBA Charges) determined by First Gas in accordance with the Code. Over-Flow Charge The Interconnected Party shall pay a charge for any Hour in which the metered quantity at a Receipt Point exceeds the Physical MHQ of that Receipt Point (Over-Flow Charge), equal to: Fee × OFQ × 20 where: Fee is First Gas’ highest published fee for Daily Nominated Capacity on the Transmission System (expressed in $/GJ) in the current Year; OFQ, the Over-Flow Quantity, is the greater of: the Hourly metered quantity – Physical MHQ; and zero. Excessive Flow Causing Loss In addition to any Over-Flow Charge and/or amount under section 3.4(a) it may be liable to pay, the Interconnected Party shall indemnify First Gas for any Loss incurred by First Gas that arises from its Over-Flow (where that Loss shall include any Interconnection Fees, Transmission Charges and/or Non-standard Transmission Charges which First Gas may be required to waive or rebate as a result) up to the Capped Amounts. First Gas shall use reasonable endeavours in the circumstances to mitigate its Loss. The Interconnected Party shall: not be relieved of liability under the indemnity in this section 11.12; and be deemed not to have acted as a Reasonable and Prudent Operator, if its Over-Flow result in a Critical Contingency being declared. Credits Receivable as an OBA Party To the extent it is an OBA Party, First Gas will credit the Interconnected Party in accordance with the Code: any Balancing Gas Credits due to it; and a share of the total Excess Running Mismatch Charges payable by all Receipt Point OBA Parties in respect of the previous Month, equal to: ERMCOBRP × MQIP ÷ ∑MQOBRP where: ERMCOBRP is the aggregate of the charges for Negative ERM and Positive ERM payable by all OBA Parties at Receipt Points that Month; MQIP is the aggregate of the metered quantities for that Month of all Receipt Points under this Agreement at which an OBA applies; and ∑MQOBRP is the aggregate of the metered quantities for that Month of all Receipt Points at which an OBA applies. invoicing and payment Timing First Gas shall invoice the Interconnected Party in respect of the previous (and any prior) Month, on or before: the 10th Day of each Month for the Charges (if any) and any other amounts (excluding Balancing Gas Charges); and the 14th Day of each Month (or as soon thereafter as is practicable), for the Balancing Charges (if any), provided that where the Balancing Gas Charges for a Month are less than the Balancing Gas Credits for that Month, First Gas will credit the difference against any Balancing Gas Charges payable the following Month. Goods and Services Tax First Gas shall express all amounts payable to it under this Agreement as excluding GST, which shall be due and payable at the same time as the payment to which it relates is due (GST Amount). Any invoices provided to the Interconnected Party under section 12.1 shall specify the GST Amount and comply with the “tax invoice” requirements in the Goods and Services Tax Xxx 0000. Other Taxes In addition to the Charges, OBA Charges and GST payable, the Interconnected Party shall pay to First Gas an amount equal to any new or increased tax, duty, impost, levy or charge (but excluding income tax and rates) (each a Tax) directly or indirectly imposed by the Government or any other regulatory authority that directly relates to First Gas’ provision of services under this Agreement (including First Gas’ sale and purchase of Balancing Gas), or in respect of any goods or services provided pursuant to this Agreement. First Gas will pass on any decrease of any such Tax to the Interconnected Party. Issuing of Invoices First Gas may issue any invoice (together with any supporting information) under section 12.1 by: e-mailing to the Interconnected Party’s e-mail address most recently (and specifically) notified in writing to First Gas; and/or posting the invoice as one or more PDF files on XXXXX. Payment by the Interconnected Party Subject to sections 12.1 and 12.6 to 12.8, the Interconnected Party shall pay to First Gas the aggregate amount stated on each invoice by direct credit to First Gas’ bank account stated on the invoice (or to any other bank account notified by First Gas in writing) by the later of: the 20th Day of the Month in which the invoice is issued; and 10 Business Days after the invoice is issued. The Interconnected Party shall no later than one Business Day after it makes a payment notify First Gas of the invoice numbers and the respective amounts to which that payment relates. Disputed Invoices Subject to section 12.7, if the Interconnected Party disputes any invoiced amount under section 12.1, (Invoice Dispute), the Interconnected Party shall, within 10 Days from the date it received the invoice, notify First Gas in writing identifying the amount in dispute and giving full reasons for the dispute (Invoice Dispute Notice). The Interconnected Party shall pay the undisputed portion of the invoice. If the Invoice Dispute has not been resolved by negotiation between the Parties within 10 Business Days of First Gas receiving the Invoice Dispute Notice, section 18 shall apply. In the absence of any manifest error, the Interconnected Party shall pay each invoiced amount in full in accordance with section 12.5 without any deduction or set-off of any kind. Incorrect Invoices If it shall be found at any time that the Interconnected Party has been overcharged or undercharged then, within 30 Days after that error has been discovered and the correct amount has been agreed by the Parties or determined pursuant to section 18, First Gas shall issue a credit note or debit note (as appropriate) in accordance with the Goods and Services Tax Xxx 0000. If the Interconnected Party has paid the invoice(s) containing an overcharge or undercharge, First Gas will refund or pay the Interconnected Party the amount of that overcharge or undercharge, as appropriate, as a correction on its next invoice, provided that there shall be no right to re-open invoices if more than 18 Months has elapsed since the date of the invoice.

Determination of Fees. In respect of an Additional Receipt Delivery Point, First Gas shall set out provisional Interconnection and Termination Fees (if payable) in the Amending Agreement to be executed by the Parties. First Gas will determine those the provisional fees using the then-current Regulatory Settings and First Gas’ reasonable estimate of the its cost to First Gas to design, build, operate and maintain that the Additional Receipt Point (Estimated RP Cost). Subject to sections 11.6 and 11.7, no later than 6 approximately 4 Months after the Gas-On Date for an Additional Receipt PointDate, First Gas shall determine confirmed Interconnection and Termination Fees for each Year until the Expiry Date using the then-current Regulatory Settings and the its actual cost to First Gas to design, build, operate and maintain the Additional Receipt Point (Actual RP Cost). First Gas will promptly notify the Interconnected Party in writing of that Actual RP Cost (together with reasonable supporting detail) and the confirmed fees for each Year until the Expiry Date, which shall replace the provisional fees set out in the Amending Agreement. First Gas shall, in its next invoice, shall debit or credit the Interconnected Party (as the case may be) for the difference between in the amount paid by it to that date based on the provisional Interconnection Fee and the amount it that would have been paid based on the confirmed Interconnection FeeFee in First Gas’ next invoice. With effect from the first Reset Date after the Gas-on Commencement Date for any Additional Receipt Point and every subsequent Reset Date until the Expiry Date, First Gas will re-determine the Interconnection Fees and Termination Fees for each Year remaining until the Expiry Date using the then-current Regulatory Settings and the Actual RP Cost (the new fees to be effective from each Reset Date), and notify the Interconnected Party of those new fees in writing (together with reasonable supporting detail)writing. No adjustment to any amounts previously paid by the Interconnected Party shall be required made after any re-determination of Interconnection Fees. If, pursuant to any request by the Interconnected Party, First Gas agrees to make material modifications (as determined by First Gas) to its Pipeline or any First Gas Equipment after execution of the relevant Amending Agreement, First Gas may re-determine the Interconnection Fees and the Termination Fees to reflect any actual and reasonable costs it expects incurs in relation to incur as a result of those such modifications. When determining or redetermining any fees pursuant to this section 11, First Gas will not include any costs not directly related to the relevant Receipt Point or Odorisation FacilitiesPoint. First Gas will round up all Interconnection Fees, Termination Fees and Odorisation Fees to the nearest dollar per Day. Interconnected Fees (and Odorisation Fees Fees) shall be payable from the relevant Gas-on Date until the Expiry Date (inclusive), subject to early termination of this Agreement (in relation to a Receipt Point or in total) pursuant to section 14, provided that if First Gas gives notice under section 7.11, the relevant Odorisation Fee shall cease to be payable on expiry of the required notice period and no Termination Fee shall be be payable in . Charges Payable as an OBA Party In respect of those Odorisation Facilities. OBA Charges To the extent it is any Receipt Point at which an OBA Partyapplies, the Interconnected Party shall be liable for pay all Balancing Charges (less any Balancing Credits), Daily Overrun Charges, Underrun Charges and shall pay to First Gas: Balancing Gas Charges; and charges for Excess Running Mismatch; (together, XXX Xxxxxxx) Hourly Overrun Charges determined by First Gas in accordance with the Code. Over-Flow Charge The Interconnected Party shall pay a charge for any Hour in which the metered energy quantity of Gas injected at a Receipt Point exceeds the Physical MHQ of that Receipt Point (Over-Flow Charge), equal to: OFQ × Fee × OFQ × 20 where: OFQ, the Over-Flow Quantity, is the greater of: HQ – Physical MHQ; and zero, where: HQ is the energy quantity of Gas injected in that Hour; and Fee is 0.75 multiplied by First Gas’ highest published fee for Daily Nominated Capacity on the Transmission System (expressed in $/GJ) in the current Year; OFQYear or, if First Gas publishes no such fee, the Over-Flow Quantity, is the greater of: the Hourly metered quantity – Physical MHQ; and zero. Excessive Flow Causing Loss In addition to any Over-Flow Charge and/or amount under section 3.4(a) it may be liable to pay, fee that First Gas will notify the Interconnected Party shall indemnify First Gas for any Loss incurred by First Gas that arises from its Over-Flow (where that Loss shall include any Interconnection Fees, Transmission Charges and/or Non-standard Transmission Charges which First Gas may be required to waive or rebate as a result) up to the Capped Amounts. First Gas shall use reasonable endeavours in the circumstances to mitigate its Loss. The Interconnected Party shall: not be relieved of liability under the indemnity in this section 11.12; and be deemed not to have acted as a Reasonable and Prudent Operator, if its Over-Flow result in a Critical Contingency being declared. Credits Receivable as an OBA Party To the extent it is an OBA Party, First Gas will credit the Interconnected Party in accordance with the Code: any Balancing Gas Credits due to it; and a share of the total Excess Running Mismatch Charges payable by all Receipt Point OBA Parties in respect of the previous Month, equal to: ERMCOBRP × MQIP ÷ ∑MQOBRP where: ERMCOBRP is the aggregate of the charges for Negative ERM and Positive ERM payable by all OBA Parties at Receipt Points that Month; MQIP is the aggregate of the metered quantities for that Month of all Receipt Points under this Agreement at which an OBA applies; and ∑MQOBRP is the aggregate of the metered quantities for that Month of all Receipt Points at which an OBA applies. invoicing and payment Timing First Gas shall invoice the Interconnected Party in respect of the previous (and any prior) Month, on or before: the 10th Day of each Month for the Charges (if any) and any other amounts (excluding Balancing Gas Charges); and the 14th Day of each Month (or as soon thereafter as is practicable), for the Balancing Charges (if any), provided that where the Balancing Gas Charges for a Month are less than the Balancing Gas Credits for that Month, First Gas will credit the difference against any Balancing Gas Charges payable the following Month. Goods and Services Tax First Gas shall express all amounts payable to it under this Agreement as excluding GST, which shall be due and payable at the same time as the payment to which it relates is due (GST Amount). Any invoices provided to the Interconnected Party under section 12.1 shall specify the GST Amount and comply with the “tax invoice” requirements in the Goods and Services Tax Xxx 0000. Other Taxes In addition to the Charges, OBA Charges and GST payable, the Interconnected Party shall pay to First Gas an amount equal to any new or increased tax, duty, impost, levy or charge (but excluding income tax and rates) (each a Tax) directly or indirectly imposed by the Government or any other regulatory authority that directly relates to First Gas’ provision of services under this Agreement (including First Gas’ sale and purchase of Balancing Gas), or in respect of any goods or services provided pursuant to this Agreement. First Gas will pass on any decrease of any such Tax to the Interconnected Party. Issuing of Invoices First Gas may issue any invoice (together with any supporting information) under section 12.1 by: e-mailing to the Interconnected Party’s e-mail address most recently (and specifically) notified in writing to First Gas; and/or posting the invoice as one or more PDF files on XXXXX. Payment by the Interconnected Party Subject to sections 12.1 and 12.6 to 12.8, the Interconnected Party shall pay to First Gas the aggregate amount stated on each invoice by direct credit to First Gas’ bank account stated on the invoice (or to any other bank account notified by First Gas in writing) by the later of: the 20th Day of the Month in which the invoice is issued; and 10 Business Days after the invoice is issued. The Interconnected Party shall no later than one Business Day after it makes a payment notify First Gas of the invoice numbers and the respective amounts to which that payment relates. Disputed Invoices Subject to section 12.7, if the Interconnected Party disputes any invoiced amount under section 12.1, (Invoice Dispute), the Interconnected Party shall, within 10 Days from the date it received the invoice, notify First Gas in writing identifying the amount in dispute and giving full reasons for the dispute (Invoice Dispute Notice). The Interconnected Party shall pay the undisputed portion of the invoice. If the Invoice Dispute has not been resolved by negotiation between the Parties within 10 Business Days of First Gas receiving the Invoice Dispute Notice, section 18 shall apply. In the absence of any manifest error, the Interconnected Party shall pay each invoiced amount in full in accordance with section 12.5 without any deduction or set-off of any kind. Incorrect Invoices If it shall be found at any time that the Interconnected Party has been overcharged or undercharged then, within 30 Days after that error has been discovered and the correct amount has been agreed by the Parties or determined pursuant to section 18, First Gas shall issue a credit note or debit note (as appropriate) in accordance with the Goods and Services Tax Xxx 0000. If the Interconnected Party has paid the invoice(s) containing an overcharge or undercharge, First Gas will refund or pay the Interconnected Party the amount of that overcharge or undercharge, as appropriate, as a correction on its next invoice, provided that there shall be no right to re-open invoices if more than 18 Months has elapsed since the date of the invoice.

Determination of Fees. In respect of an Additional Receipt Delivery Point, First Gas shall set out provisional Interconnection and Termination Fees in the Amending Agreement to be executed by the Parties. First Gas will determine those provisional fees using the then-current Regulatory Settings and First Gas’ reasonable estimate of the cost to First Gas to design, build, operate and maintain that Additional Receipt Delivery Point (Estimated RP DP Cost). Subject to sections 11.6 and 11.7, no later than 6 Months after the Gas-On Date for an Additional Receipt Delivery Point, First Gas shall determine confirmed Interconnection and Termination Fees for each Year until the Expiry Date using the then-current Regulatory Settings and the actual cost to First Gas to design, build, operate and maintain the Additional Receipt Delivery Point (Actual RP DP Cost). First Gas will promptly notify the Interconnected Party in writing of that Actual RP Cost (together with reasonable supporting detail) and the confirmed fees for each Year until the Expiry Date, which shall replace the provisional fees set out in the Amending Agreement. First Gas shall, in its next invoice, debit or credit the Interconnected Party (as the case may be) for the difference between the amount paid by it based on the provisional Interconnection Fee and the amount that it would have paid based on the confirmed Interconnection Fee. With effect from the first Reset Date after the Gas-on Date for any Additional Receipt Delivery Point and every subsequent Reset Date until the Expiry Date, First Gas will re-determine the Interconnection Fees and Termination Fees for each Year remaining until the Expiry Date using the then-current Regulatory Settings and the Actual RP DP Cost (the new fees to be effective from each Reset Date), and notify the Interconnected Party of those new fees in writing (together with reasonable supporting detail). No adjustment to any amounts previously paid by the Interconnected Party shall be required after any re-determination of Interconnection Fees. If, pursuant to any request by the Interconnected Party, First Gas agrees to make material modifications (as determined by First Gas) to its Pipeline or any First Gas Equipment a Delivery Point after execution of the relevant Amending Agreement, First Gas may re-determine the Interconnection Fees and the Termination Fees to reflect any actual and reasonable costs it expects to incur as a result of those modifications. When determining or redetermining any fees pursuant to this section 11, First Gas will not include any costs not directly related to the relevant Receipt Delivery Point or Odorisation Facilities. First Gas will round up all Interconnection Fees, Termination Fees and Odorisation Fees to the nearest dollar per Day. Interconnected Interconnection Fees and any Odorisation Fees shall be payable from the relevant Gas-on Date until the Expiry Date (inclusive), subject to early termination of this Agreement (in relation to a Receipt Delivery Point or in total) pursuant to section 14, provided that if First Gas gives notice under section 7.11, 7.5 the relevant Odorisation Fee shall cease to be payable on expiry of the required notice period and no Termination Fee shall be be payable in respect of those Odorisation Facilities. OBA Charges To the extent it is For any Delivery Point at which an OBA Partyapplies, the Interconnected Party shall be liable for and shall pay to First Gas: Daily Overrun Charges; Daily Underrun Charges; and Hourly Overrun Charges, and in addition, shall be liable for and shall pay to First Gas: Balancing Gas Charges; and charges for Excess Running Mismatch; (together, XXX XxxxxxxOBA Charges) determined by First Gas in accordance with the Code. Over-Flow Charge The Interconnected Party shall pay a charge for any Hour in which the metered quantity at a Receipt Delivery Point exceeds the Physical MHQ of that Receipt Delivery Point (Over-Flow Charge), equal to: Fee × OFQ × 20 where: Fee is First Gas’ highest published the higher of the fee for (as applicable) Daily Nominated Capacity on the Transmission System or Supplementary Capacity (expressed in $/GJ/GJ in each case) for that Delivery Point in the current Year, as notified by First Gas to the Interconnected Party; and OFQ, the Over-Flow Quantity, is the greater of: the Hourly metered quantity – Physical MHQ; and zero. Excessive Flow Causing Loss In addition to any Daily Overrun Charge, Hourly Overrun Charge, Over-Flow Charge and/or amount under section 3.4(a) it may be liable to pay, the Interconnected Party shall indemnify First Gas for any Loss incurred by First Gas that arises from its Daily or Hourly Overrun or Over-Flow (where that Loss shall include any Interconnection Fees, Transmission Charges and/or Non-standard Transmission Charges which First Gas may be required to waive or rebate as a result) up to the Capped Amounts. First Gas shall use reasonable endeavours in the circumstances to mitigate its Loss. The Interconnected Party shall: not be relieved of liability under the indemnity in this section 11.12; and be deemed not to have acted as a Reasonable and Prudent Operator, if its Daily or Hourly Overrun or Over-Flow result in a Critical Contingency being declared. Credits Receivable as an OBA Party To the extent If it is also an OBA Party, First Gas will credit the Interconnected Party in accordance with the Code: any Balancing Gas Credits due to it; a share of the total incentive charges payable by all Delivery Point OBA Parties in respect of the previous Month, equal to: TICOBDP × MQIP ÷ ∑MQOBDP where: TICOBDP is the total of Daily Overrun Charges, Daily Underrun Charges and Hourly Overrun Charges payable by all OBA Parties at Delivery Points that Month; MQIP is the aggregate of the metered quantities for that Month of all Delivery Points under this Agreement at which an OBA applies; and ∑MQOBDP is the aggregate of the metered quantities for that Month of all Delivery Points at which an OBA applies; and a share of the total Excess Running Mismatch Charges payable by all Receipt Delivery Point OBA Parties in respect of the previous Month, equal to: ERMCOBRP ERMCOBDP × MQIP ÷ ∑MQOBRP ∑MQOBDP where: ERMCOBRP ERMCOBDP is the aggregate of the charges for Negative ERM and Positive ERM payable by all OBA Parties at Receipt Delivery Points that Month; and MQIP is and ∑MQOBDP each have the aggregate of the metered quantities for that Month of all Receipt Points under same meaning as in this Agreement at which an OBA applies; and ∑MQOBRP is the aggregate of the metered quantities for that Month of all Receipt Points at which an OBA appliessection 11.13(b). invoicing and payment Timing First Gas shall invoice the Interconnected Party in respect of the previous (and any prior) Month, on or before: the 10th Day of each Month for the Charges (if any) and any other amounts (excluding Balancing Gas Charges); and the 14th Day of each Month (or as soon thereafter as is practicable), for the Balancing Charges (if any), provided that where the Balancing Gas Charges for a Month are less than the Balancing Gas Credits for that Month, First Gas will credit the difference against any Balancing Gas Charges payable the following Month. Goods and Services Tax First Gas shall express all amounts payable to it under this Agreement as excluding GST, which shall be due and payable at the same time as the payment to which it relates is due (GST Amount). Any invoices provided to the Interconnected Party under section 12.1 shall specify the GST Amount and comply with the “tax invoice” requirements in the Goods and Services Tax Xxx 0000. Other Taxes In addition to the Charges, OBA Charges and GST payable, the Interconnected Party shall pay to First Gas an amount equal to any new or increased tax, duty, impost, levy or charge (but excluding income tax and rates) (each a Tax) directly or indirectly imposed by the Government or any other regulatory authority that directly relates to First Gas’ provision of services under this Agreement (including First Gas’ sale and purchase of Balancing Gas), or in respect of any goods or services provided pursuant to this Agreement. First Gas will pass on any decrease of any such Tax to the Interconnected Party. Issuing of Invoices First Gas may issue any invoice (together with any supporting information) under section 12.1 by: e-mailing to the Interconnected Party’s e-mail address most recently (and specifically) notified in writing to First Gas; and/or posting the invoice as one or more PDF files on XXXXX. Payment by the Interconnected Party Subject to sections 12.1 and 12.6 to 12.8, the Interconnected Party shall pay to First Gas the aggregate amount stated on each invoice by direct credit to First Gas’ bank account stated on the invoice (or to any other bank account notified by First Gas in writing) by the later of: the 20th Day of the Month in which the invoice is issued; and 10 Business Days after the invoice is issued. The Interconnected Party shall no later than one Business Day after it makes a payment notify First Gas of the invoice numbers and the respective amounts to which that payment relates. Disputed Invoices Subject to section 12.7, if the Interconnected Party disputes any invoiced amount under section 12.1, (Invoice Dispute), the Interconnected Party shall, within 10 Days from the date it received the invoice, notify First Gas in writing identifying the amount in dispute and giving full reasons for the dispute (Invoice Dispute Notice). The Interconnected Party shall pay the undisputed portion of the invoice. If the Invoice Dispute has not been resolved by negotiation between the Parties within 10 Business Days of First Gas receiving the Invoice Dispute Notice, section 18 shall apply. In the absence of any manifest error, the Interconnected Party shall pay each invoiced amount in full in accordance with section 12.5 without any deduction or set-off of any kind. Incorrect Invoices If it shall be found at any time that the Interconnected Party has been overcharged or undercharged then, within 30 Days after that error has been discovered and the correct amount has been agreed by the Parties or determined pursuant to section 18, First Gas shall issue a credit note or debit note (as appropriate) in accordance with the Goods and Services Tax Xxx 0000. If the Interconnected Party has paid the invoice(s) containing an overcharge or undercharge, First Gas will refund or pay the Interconnected Party the amount of that overcharge or undercharge, as appropriate, as a correction on its next invoice, provided that there shall be no right to re-open invoices if more than 18 Months has elapsed since the date of the invoice.payment

Determination of Fees. In respect of an Additional Receipt Delivery Point, First Gas shall set out provisional Interconnection and Termination Fees (if payable) in the Amending Agreement to be executed by the Parties. First Gas will determine those the provisional fees using the then-current Regulatory Settings and First Gas’ reasonable estimate of the its cost to First Gas to design, build, operate and maintain that the Additional Receipt Delivery Point (Estimated RP DP Cost). Subject to sections 11.6 and 11.7, no later than 6 approximately 4 Months after the Gas-On Date for an Additional Receipt PointDate, First Gas shall determine confirmed Interconnection and Termination Fees for each Year until the Expiry Date using the then-current Regulatory Settings and the its actual cost to First Gas to design, build, operate and maintain the Additional Receipt Delivery Point (Actual RP DP Cost). First Gas will promptly notify the Interconnected Party in writing of that Actual RP Cost (together with reasonable supporting detail) and the confirmed fees for each Year until the Expiry Date, which shall replace the provisional fees set out in the Amending Agreement. First Gas shall, in its next invoice, shall debit or credit the Interconnected Party (as the case may be) for the difference between in the amount paid by it to that date based on the provisional Interconnection Fee and the amount it that would have been paid based on the confirmed Interconnection FeeFee in First Gas’ next invoice. With effect from the first Reset Date after the Gas-on Commencement Date for any Additional Receipt Point and every subsequent Reset Date until the Expiry Date, First Gas will re-determine the Interconnection Fees and Termination Fees for each Year remaining until the Expiry Date using the then-current Regulatory Settings and the Actual RP DP Cost (the new fees to be effective from each Reset Date), and notify the Interconnected Party of those new fees in writing (together with reasonable supporting detail)writing. No adjustment to any amounts previously paid by the Interconnected Party shall be required made after any re-determination of Interconnection Fees. If, pursuant to any request by the Interconnected Party, First Gas agrees to make material modifications (as determined by First Gas) to its Pipeline or any First Gas Equipment a Delivery Point after execution of the relevant Amending Agreement, First Gas may re-determine the Interconnection Fees and the Termination Fees to reflect any actual and reasonable costs it expects incurs in relation to incur as a result of those modifications. When determining or redetermining any fees pursuant to this section 11, First Gas will not include any costs not directly related to the relevant Receipt Point or Odorisation FacilitiesDelivery Point. First Gas will round up all Interconnection Fees, Termination Fees and Odorisation Fees to the nearest dollar per Day. Interconnected Fees (and Odorisation Fees Fees) shall be payable from the relevant Gas-on Date until the Expiry Date (inclusive), subject to early termination of this Agreement (in relation to a Receipt Delivery Point or in total) pursuant to section 14, provided that if First Gas gives notice under section 7.11, the relevant Odorisation Fee shall cease to be payable on expiry of the required notice period and no Termination Fee shall be be payable in . Charges Payable as an OBA Party In respect of those Odorisation Facilities. OBA Charges To the extent it is any Delivery Point at which an OBA Partyapplies, the Interconnected Party shall be liable for pay all Balancing Charges (less any Balancing Credits), Daily Overrun Charges, Underrun Charges and shall pay to First Gas: Balancing Gas Charges; and charges for Excess Running Mismatch; (together, XXX Xxxxxxx) Hourly Overrun Charges determined by First Gas in accordance with the Code. Over-Flow Charge The Interconnected Party shall pay a charge for any Hour in which the metered energy quantity of Gas taken at a Receipt Delivery Point exceeds the Physical MHQ of that Receipt Delivery Point (Over-Flow Charge), equal to: OFQ × Fee × OFQ × 20 where: Fee is First Gas’ highest published fee for Daily Nominated Capacity on the Transmission System (expressed in $/GJ) in the current Year; OFQ, the Over-Flow Quantity, is the greater of: the Hourly metered quantity HQ – Physical MHQ; and zero. Excessive Flow Causing Loss In addition to any Over-Flow Charge and/or amount under section 3.4(a, where: HQ is the energy quantity of Gas taken in that Hour; and Fee is the fee ($/GJ) it may be liable to payfor Daily Nominated Capacity (DNC) or, if no such fee is published for that Delivery Point, the Interconnected Party shall indemnify First Gas for any Loss incurred fee determined by First Gas that arises from its Over-Flow (where that Loss shall include any Interconnection Fees, Transmission Charges and/or Non-standard Transmission Charges which First Gas may be required to waive or rebate as a result) up to the Capped Amounts. First Gas shall use reasonable endeavours in the circumstances to mitigate its Loss. The Interconnected Party shall: not be relieved of liability under the indemnity in this section 11.12; and be deemed not to have acted as a Reasonable and Prudent Operator, if its Over-Flow result in a Critical Contingency being declared. Credits Receivable as an OBA Party To the extent it is an OBA Party, First Gas will credit the Interconnected Party in accordance with the Code: any Balancing Gas Credits due to it; and a share of the total Excess Running Mismatch Charges payable by all Receipt Point OBA Parties in respect of the previous Month, equal to: ERMCOBRP × MQIP ÷ ∑MQOBRP where: ERMCOBRP is the aggregate of the charges for Negative ERM and Positive ERM payable by all OBA Parties at Receipt Points that Month; MQIP is the aggregate of the metered quantities for that Month of all Receipt Points under this Agreement at which an OBA applies; and ∑MQOBRP is the aggregate of the metered quantities for that Month of all Receipt Points at which an OBA applies. invoicing and payment Timing First Gas shall invoice the Interconnected Party in respect of the previous (and any prior) Month, on or before: the 10th Day of each Month for the Charges (if any) and any other amounts (excluding Balancing Gas Charges); and the 14th Day of each Month (or as soon thereafter as is practicable), for the Balancing Charges (if any), provided that where the Balancing Gas Charges for a Month are less than the Balancing Gas Credits for that Month, First Gas will credit the difference against any Balancing Gas Charges payable the following Month. Goods and Services Tax First Gas shall express all amounts payable to it under this Agreement as excluding GST, which shall be due and payable at the same time as the payment to which it relates is due (GST Amount). Any invoices provided to the Interconnected Party under section 12.1 shall specify the GST Amount and comply with the “tax invoice” requirements in the Goods and Services Tax Xxx 0000. Other Taxes In addition to the Charges, OBA Charges and GST payable, the Interconnected Party shall pay to First Gas an amount equal to any new or increased tax, duty, impost, levy or charge (but excluding income tax and rates) (each a Tax) directly or indirectly imposed by the Government or any other regulatory authority that directly relates to First Gas’ provision of services under this Agreement (including First Gas’ sale and purchase of Balancing Gas), or in respect of any goods or services provided pursuant to this Agreement. First Gas will pass on any decrease of any such Tax notified to the Interconnected Party. Issuing of Invoices First Gas may issue any invoice (together with any supporting information) under section 12.1 by: e-mailing to the Interconnected Party’s e-mail address most recently (and specifically) notified in writing to First Gas; and/or posting the invoice as one or more PDF files on XXXXX. Payment by the Interconnected Party Subject to sections 12.1 and 12.6 to 12.8, the Interconnected Party shall pay to First Gas the aggregate amount stated on each invoice by direct credit to First Gas’ bank account stated on the invoice (or to any other bank account notified by First Gas in writing) by the later of: the 20th Day of the Month in which the invoice is issued; and 10 Business Days after the invoice is issued. The Interconnected Party shall no later than one Business Day after it makes a payment notify First Gas of the invoice numbers and the respective amounts to which that payment relates. Disputed Invoices Subject to section 12.7, if the Interconnected Party disputes any invoiced amount under section 12.1, (Invoice Dispute), the Interconnected Party shall, within 10 Days from the date it received the invoice, notify First Gas in writing identifying the amount in dispute and giving full reasons for the dispute (Invoice Dispute Notice). The Interconnected Party shall pay the undisputed portion of the invoice. If the Invoice Dispute has not been resolved by negotiation between the Parties within 10 Business Days of First Gas receiving the Invoice Dispute Notice, section 18 shall apply. In the absence of any manifest error, the Interconnected Party shall pay each invoiced amount in full in accordance with section 12.5 without any deduction or set-off of any kind. Incorrect Invoices If it shall be found at any time that the Interconnected Party has been overcharged or undercharged then, within 30 Days after that error has been discovered and the correct amount has been agreed by the Parties or determined pursuant to section 18, First Gas shall issue a credit note or debit note (as appropriate) in accordance with the Goods and Services Tax Xxx 0000. If the Interconnected Party has paid the invoice(s) containing an overcharge or undercharge, First Gas will refund or pay the Interconnected Party the amount of that overcharge or undercharge, as appropriate, as a correction on its next invoice, provided that there shall be no right to re-open invoices if more than 18 Months has elapsed since the date of the invoice.