Common use of Enforcement and Compliance Clause in Contracts

Enforcement and Compliance. 1. Should the Wind Company discover any conduct in violation of the provisions of this Code of Conduct Agreement, the Wind Company shall promptly disclose such information to the NYAG. The Wind Company shall fully cooperate with the NYAG in any investigation arising out of such violation. 2. With respect to any complaint received by the NYAG, the NYAG shall advise the Wind Company of the complaint and give the Wind Company a reasonable opportunity to submit to the NYAG information relevant to the complaint. After providing such opportunity, the NYAG shall make a written determination, based on a reasonable investigation, including any information provided by the Wind Company, whether a preponderance of the evidence establishes that the Wind Company has violated this Code of Conduct Agreement in any material respect. In the event that a violation of any provision set forth in this Code of Conduct Agreement is found, the Wind Company may be subject to penalties of up to $50,000 for the first violation and up to $100,000 for any subsequent violation. In establishing a penalty amount under this Code of Conduct Agreement, the NYAG shall consider the relative severity of, and the relative harm to public integrity occasioned by, such violation and shall provide written findings in support of such conclusions. Any payment shall be made by certified check made payable to the “State of New York.” The Wind Company shall have the right to challenge in court the NYAG’s finding of a violation of this Code of Conduct Agreement and determination of the penalty amount, on the grounds that such determinations are not supported by a preponderance of the evidence. The Wind Company shall pay any assessed penalties to a reserve fund of the State of New York pending the resolution of any such court challenge. In the event that the NYAG’s determination is overturned upon judicial review, the penalty payment (including any interest accrued) shall be returned to the Wind Company. 3. The Code of Conduct Agreement shall be applicable during all phases of wind farm development including preliminary scoping, siting, approval and construction, and shall automatically terminate one year after project completion. A project will be deemed completed when the wind farm development project is fully operational. If the Wind Company proposes any future capacity increases for the wind farm development project, then the Wind Company shall reanimate and update the previously signed Code of Conduct.