Fuel Imbalances. Seller and Department shall each be responsible for any fuel imbalances that each causes; provided, however, that if Seller is providing Fuel pursuant to this Section 2.05, Seller shall arrange and deliver Fuel to accommodate Department’s rights to dispatch at a minimum of two (2) hours per dispatch and at least two (2) dispatches per Day, as scheduled on a day-ahead basis to be achieved without the incurrence of any penalties. Any natural gas imbalance penalties that are invoiced to Department require documentation of penalty assessment by a non-related third party, attributable to Department's dispatch of Energy from the Facility on the Day(s) applicable to the imbalance determination, and conditioned upon the Fuel Manager's reasonable efforts to minimize such imbalance charges. In addition, regardless of whether Seller or Department are providing Fuel for Department’s Energy, the Fuel Manager:
Fuel Imbalances. The Parties shall use commercially reasonable efforts to avoid imposition of any Imbalance Charges. If Party A or Party B receives an invoice from a Transporter that includes Imbalance Charges, the Parties shall determine the validity as well as the cause of such Imbalance Charges. If the Imbalance Charges were incurred as a result of Party A’s actions or inactions (which shall include, but not be limited to, Party A’s failure to accept scheduled quantities of Gas), then Party A shall pay for such Imbalance Charges, or reimburse Party B for such Imbalance Charges paid by the Party B to the Transporter. If the Imbalance Charges were incurred as a result of Party B’s actions or inactions (which shall include, but shall not be limited to, Party B’s failure to deliver scheduled quantities of Gas), then Party B shall pay for such Imbalance Charges, or reimburse Party A for such Imbalance Charges paid by the Party A to the Transporter. Any imbalance penalties require documentation of penalty assessment by a non-related third party applicable to the imbalance determination. Party B may direct Party A to use Party B’s gas storage to minimize imbalances. Party B shall have the right to direct the fuel manager to use Party B’s gas buying pool (including storage) to minimize imbalance charges to Party B. It is the Parties’ intent that services provided by the fuel manager shall include balancing provisions within each month that offer no less benefit than the then- effective applicable local natural gas distribution utility tariff would provide for the same period for the Designated Units. Party A shall allow Party B to nominate through the fuel manager all Gas volumes required for Energy Dispatched by Party B and fuel manager shall be available to Party B to coordinate Party B’s Gas activity for all four gas nomination cycles each Day. If a transporter curtailment is in existence during any period during which Party B is supplying Gas to the Designated Units, the available gas volumes under the transporter curtailment shall be apportioned between Party B and Party A in proportion to Party B’s Energy Dispatched for that period and Party A’s scheduled dispatch for that period.
Fuel Imbalances. HDPP and CDWR shall each be responsible for any Fuel imbalances that each causes, and each Party shall be obligated to take commercially reasonable measures to minimize the incurrence of imbalances and any associated penalties; provided, however, that if HDPP is providing Fuel pursuant to a HDPP Fuel Plan in accordance with this Special Condition 12, HDPP shall arrange and deliver Fuel to accommodate CDWR’s rights to dispatch as specified in Special Condition 16, subject to such imbalance management or intra-day Fuel procurement costs as shall be specified in the HDPP Fuel Plan, and shall take all commercially reasonable measures to minimize the incurrence of any penalties associated with intra-day changes in Fuel nominations required by CDWR's changes in dispatch instructions. In the event that on any Gas Day CDWR is providing Fuel to the Project and a Project forced outage occurs that is attributable to a cause other than CDWR's failure to deliver Fuel to the Project on such Gas Day, CDWR shall dispose of the quantity of Fuel not required by the Project for the remainder of such Gas Day by reason of the Project forced outage, taking commercially reasonable steps to maximize the value received for such Fuel and to minimize any imbalance costs, charges or cash-out penalties resulting from the Project forced outage, and HDPP shall pay for quantities of Fuel not required as a consequence of the Project forced outage an amount equal to the product of (A) the positive difference, if any, between (x) the HDPP Spot Market Price applicable to such Gas Day and (y) the commercially reasonable price at which CDWR actually disposes of the quantity of Fuel not required by reason of the Project forced outage, and (B) the quantity of Fuel not required by reason of the Project forced outage. Payment of such price and any intra-day imbalance penalties, charges or cash-out costs associated with any intra-day imbalance resulting from the Project forced outage shall be the only obligation on the part of HDPP or its designee to compensate CDWR for Fuel- related obligations relating to any such Project forced outage. HDPP's obligation to compensate CDWR for Fuel not required by reason of an intra-day Project forced outage and any associated imbalance penalties, charges or cash-out costs shall not extend beyond the Gas Day on which the Project forced outage shall have commenced and if the Parties are operating under the CDWR Fuel Plan then for subsequent days of a forced outage...
