Common use of Financial Responsibilities Clause in Contracts

Financial Responsibilities. Relying upon IDT’s representations, warranties and covenants that there have been and are no outstanding claims, liabilities or other issues with the ISO regarding any material financial responsibilities on or before the date on which the conditions precedents in Section 4.2 of this Agreement are satisfied, BP agrees, to the extent permissible by the ISO taken independently, to accept financial credit responsibility under the terms of BP’s current credit relationship and account with the Table of Contents ISO arising after and relating solely to the period, in the case of the ISO, at and after the effective date of the transfer to BP of responsibility to act as IDT’s Scheduling Agent with respect to the ISO (a “Financial Responsibility Period”). For the avoidance of doubt, BP does not accept ultimate financial responsibility for ISO charges or xxxxxxxx made in the future referencing time periods prior to the applicable Financial Responsibility Period, which pertain to IDT’s business. To the extent that BP is deemed by the ISO to be credit responsible for periods before the effective date of the applicable Financial Responsibility Period, it is agreed by IDT that IDT shall be solely responsible for such charges and xxxxxxxx and hereby indemnifies and holds BP harmless from any and all such liability with respect to any such charges and xxxxxxxx should BP be obligated as the financially responsible party to make payment to the ISO. IDT shall require any successor to BP as the responsible party to the ISO to accept credit responsibility for transactions after the appointment of such person with the ISO as the successor financially responsible party; provided that nothing herein shall require BP to continue to act as the financially responsible party for IDT following an IDT Event of Default. To the extent that BP is deemed by the ISO to be credit responsible for periods after (x) the successor financially responsible party has been recognized by the ISO, (y) termination of this Agreement or (y) an IDT Event of Default, it is agreed by IDT that IDT shall be solely responsible for such charges and xxxxxxxx and hereby indemnifies and holds BP harmless from any and all such liability with respect to any such charges and xxxxxxxx should BP be obligated as the financially responsible party to make payment to the ISO. In the event that the ISO invoices BP for charges attributable to IDT’s business related to transactions that occurred during the Planned Term, but after the conclusion of Energy deliveries hereunder, as applicable, then BP shall xxxx and IDT shall pay for such charges even though these accounting adjustments or resettlements may occur after the expiration or Early Termination of this Agreement without any limitation as to time. The obligations of IDT under this Section 5.5 shall survive expiration or termination of this Agreement.

Financial Responsibilities. Relying upon IDT’s representations(a) The Agent will collect the rent and service charge due under the Occupancy Agreements and shall retain a Management Allowance for Housing Management Services and Voids/Bad Debt allowances. An Additional Allowance will be retained when the Agent is contracted to Repair Option Two, warranties and covenants that there have been and are no outstanding claims, liabilities or other issues in accordance with the ISO regarding figures as prescribed in Schedule Four. The Agent will pay the Trust the Landlord’s Charge quarterly in arrears, within 30 days of receipt of invoice. (b) The Agent shall in addition to the Landlord’s Charge pay to the Trust the rent shown in Schedule One (if any) for any material financial responsibilities on offices or before staff accommodation within the date on which Property used by the conditions precedents Agent such rent thereafter to be set by the Trust in Section 4.2 accordance with clause 10 (a) of this Agreement are satisfiedContract. (c) Except where expressly provided for in this Contract, BP agrees, if the amount collected by the Agent is less than the Landlord’s Charge due to the extent permissible Trust, then the Agent shall pay the shortfall from its own resources to the Trust. Where the Agent considers that a shortfall may occur or has occurred due to a failure by the ISO taken independently, Trust adequately to accept financial credit responsibility carry out its responsibilities under the terms of BP’s current credit relationship this Contract the Agent shall immediately notify the Trust giving reasons. (d) The Management Allowances and account with Additional Allowances will be subject to an annual inflationary adjustment based on the Table of Contents ISO arising after and relating solely to the period, increase (if any) in the case Consumer Prices Index over the year ending in the September of the ISO, at and after previous year to be notified by the effective date Trust by the first of the transfer to BP of responsibility to act as IDT’s Scheduling Agent with respect to the ISO February each year. (a “Financial Responsibility Period”). e) For the avoidance of doubt, BP does not accept ultimate financial responsibility doubt the Trust and the Agent agree that the Agent shall be entitled to retain any sums paid by an Occupant for ISO charges the supply of support services under the Occupancy Agreement or xxxxxxxx made any other contract. (f) The Agent will pay in the future referencing time periods prior respect of any sum due to the applicable Financial Responsibility PeriodTrust under the terms of this Contract that has not been paid within 90 days of the due date interest on such sum at the rate of 2% above the base rate from time to time of The Bank of England. (g) The Agent shall produce audited accounts and submit these to the Trust along with submission of the Agent’s Self Certification Form each year. (h) The Agent is responsible for the provision of and costs associated with but not limited to, which pertain utilities, telecoms, digital media, Council Tax, business rates and invoices from its own contractors for works or repairs set out in Schedule Seven or applied for under Schedule 10. Should the Agent neglect to IDT’s business. To pay such costs or invoices and legal action is brought against the extent that BP is deemed Trust then the Trust reserves the right to pay such costs/invoices and apply a recharge to the Agent for those costs and any administrative or other costs incurred by the ISO to be credit responsible for periods before the effective date of the applicable Financial Responsibility Period, it is agreed by IDT that IDT shall be solely responsible for such charges and xxxxxxxx and hereby indemnifies and holds BP harmless from any and all such liability Trust in dealing with respect to any such charges and xxxxxxxx should BP be obligated as the financially responsible party to make payment to the ISO. IDT shall require any successor to BP as the responsible party to the ISO to accept credit responsibility for transactions after the appointment of such person with the ISO as the successor financially responsible party; provided that nothing herein shall require BP to continue to act as the financially responsible party for IDT following an IDT Event of Default. To the extent that BP is deemed by the ISO to be credit responsible for periods after (x) the successor financially responsible party has been recognized by the ISO, (y) termination of this Agreement or (y) an IDT Event of Default, it is agreed by IDT that IDT shall be solely responsible for such charges and xxxxxxxx and hereby indemnifies and holds BP harmless from any and all such liability with respect to any such charges and xxxxxxxx should BP be obligated as the financially responsible party to make payment to the ISO. In the event that the ISO invoices BP for charges attributable to IDT’s business related to transactions that occurred during the Planned Term, but after the conclusion of Energy deliveries hereunder, as applicable, then BP shall xxxx and IDT shall pay for such charges even though these accounting adjustments or resettlements may occur after the expiration or Early Termination of this Agreement without any limitation as to time. The obligations of IDT under this Section 5.5 shall survive expiration or termination of this Agreementthem.

Financial Responsibilities. Relying upon IDT’s representations, warranties and covenants that there have been and are no outstanding claims, liabilities or other issues with the ISO regarding any material financial responsibilities on or before the date on which the conditions precedents in Section 4.2 of this Agreement are satisfied, BP agrees, to the extent permissible by the ISO taken independently, to accept financial credit responsibility under the terms of BP’s current credit relationship and account with the Table of Contents CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS DOCUMENT BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934 AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. THE LOCATION OF OMITTED TEXT IS INDICATED BY AN ASTERISK (*) ISO arising after and relating solely to the period, in the case of the ISO, at and after the effective date of the transfer to BP of responsibility to act as IDT’s Scheduling Agent with respect to the ISO (a “Financial Responsibility Period”). For the avoidance of doubt, BP does not accept ultimate financial responsibility for ISO charges or xxxxxxxx made in the future referencing time periods prior to the applicable Financial Responsibility Period, which pertain to IDT’s business. To the extent that BP is deemed by the ISO to be credit responsible for periods before the effective date of the applicable Financial Responsibility Period, it is agreed by IDT that IDT shall be solely responsible for such charges and xxxxxxxx and hereby indemnifies and holds BP harmless from any and all such liability with respect to any such charges and xxxxxxxx should BP be obligated as the financially responsible party to make payment to the ISO. IDT shall require any successor to BP as the responsible party to the ISO to accept credit responsibility for transactions after the appointment of such person with the ISO as the successor financially responsible party; provided that nothing herein shall require BP to continue to act as the financially responsible party for IDT following an IDT Event of Default. To the extent that BP is deemed by the ISO to be credit responsible for periods after (x) the successor financially responsible party has been recognized by the ISO, (y) termination of this Agreement or (y) an IDT Event of Default, it is agreed by IDT that IDT shall be solely responsible for such charges and xxxxxxxx and hereby indemnifies and holds BP harmless from any and all such liability with respect to any such charges and xxxxxxxx should BP be obligated as the financially responsible party to make payment to the ISO. In the event that the ISO invoices BP for charges attributable to IDT’s business related to transactions that occurred during the Planned Term, but after the conclusion of Energy deliveries hereunder, as applicable, then BP shall xxxx and IDT shall pay for such charges even though these accounting adjustments or resettlements may occur after the expiration or Early Termination of this Agreement without any limitation as to time. The obligations of IDT under this Section 5.5 shall survive expiration or termination of this Agreement.