Common use of Indemnification Regarding Performance Under PPAs Clause in Contracts

Indemnification Regarding Performance Under PPAs. Without in any way limiting and in addition to Buyer’s remedies pursuant to Sections 8.3 to 8.7 inclusive, in the event that Buyer incurs any liability to a PPA Customer, whether to reimburse, credit or pay it any amount or otherwise in relation to any performance guarantee, power performance shortfall or any efficiency warranty or cost excess, including pursuant to Sections 5.2(b) or 6.7 of the Wal-Mart PPA or Sections 3.4 or 12.1(a)(iii) of the AT&T PPA (collectively the “PPA Warranties”), Seller shall indemnify and hold Buyer harmless for any such liability, costs and expenses incurred by Buyer pursuant to the Wal-Mart PPA and AT&T PPA for such liabilities described above. In the event either PPA is terminated with respect to any Bloom System as a result of a Seller failure to meet the Warranty Specifications or the PPA Warranties, then (i) Buyer shall have the right to require and the Seller agrees to repurchase the affected Bloom Systems in the manner contemplated in Section 8.3(c) and (ii) Seller shall indemnify and hold Buyer harmless for any amount the Buyer is liable to a PPA Customer in connection with such termination. For the avoidance of doubt, claims, credits, reimbursements and any other payments made under this Section 8.9 are not subject to the Quarterly Warranty Cap or One-Year Warranty Cap or count against such caps. Seller shall make any payment owed to Buyer in respect of the PPA Warranties under this Section 8.9 prior to or concurrently with Buyer’s corresponding payment to a PPA Customer.

Indemnification Regarding Performance Under PPAs. Without in any way limiting and in addition to Buyer’s remedies pursuant to Sections 8.3 to 8.7 inclusive, in the event that Buyer incurs any liability to a PPA Customer, whether to reimburse, credit or pay it any amount or otherwise in relation to any performance guarantee, power performance shortfall or any efficiency warranty or cost excess, including pursuant to Sections 5.2(b) or 6.7 of the Wal-Mart [***] PPA or Sections 3.4 or 12.1(a)(iii) of the AT&T [***] PPA (collectively the “PPA Warranties”), Seller shall indemnify and hold Buyer harmless for any such liability, costs and expenses incurred by Buyer pursuant to the Wal-Mart [***] PPA and AT&T [***] PPA for such liabilities described above. In the event either PPA is terminated with respect to any Bloom System as a result of a Seller failure to meet the Warranty Specifications or the PPA Warranties, then (i) Buyer shall have the right to require and the Seller agrees to repurchase the affected Bloom Systems in the manner contemplated in Section 8.3(c) and (ii) Seller shall indemnify and hold Buyer harmless for any amount the Buyer is liable to a PPA Customer in connection with such termination. For the avoidance of doubt, claims, credits, reimbursements and any other payments made under this Section 8.9 are not subject to the Quarterly Warranty Cap or One-Year Warranty Cap or count against such caps. Seller shall make any payment owed to Buyer in respect of the PPA Warranties under this Section 8.9 prior to or concurrently with Buyer’s corresponding payment to a PPA Customer.

Indemnification Regarding Performance Under PPAs. Without in any way limiting and in addition to BuyerOwner’s remedies pursuant to Sections 8.3 Section 2.4 to 8.7 Section 2.7 inclusive, in the event that Buyer Owner incurs any liability to a PPA Customer, whether to reimburse, credit or pay it any amount or otherwise in relation to any performance guarantee, power performance shortfall or any efficiency warranty or cost excess, including pursuant to Sections 5.2(b) or 6.7 of the Wal-Mart [***] PPA or Sections 3.4 or 12.1(a)(iii) of the AT&T [***] PPA (collectively collectively, the “PPA Warranties”), Seller Operator shall indemnify and hold Buyer Owner harmless for any such liability, costs and expenses incurred by Buyer Owner pursuant to the Wal-Mart [***] PPA and AT&T [***] PPA for such liabilities described above. In the event either PPA is terminated with respect to any Bloom System as a result of a Seller an Operator failure to meet the Warranty Specifications or the PPA Warranties, then (i) Buyer Owner shall have the right to require and the Seller Operator agrees to repurchase the affected Bloom Systems in the manner contemplated in Section 8.3(c2.5(c) and (ii) Seller Operator shall indemnify and hold Buyer Owner harmless for any amount the Buyer Owner is liable to a PPA Customer in connection with such termination. For the avoidance of doubt, claims, credits, reimbursements and any other payments made under this Section 8.9 2.8 are not subject to the Quarterly Warranty Cap or One-Year Warranty Cap or count against such caps. Seller Operator shall make any payment owed to Buyer Owner in respect of the PPA Warranties under this Section 8.9 2.8 prior to or concurrently with BuyerOwner’s corresponding payment to a PPA Customer.

Indemnification Regarding Performance Under PPAs. Without in any way limiting and in addition to BuyerOwner’s remedies pursuant to Sections 8.3 Section 2.4 to 8.7 Section 2.7 inclusive, in the event that Buyer Owner incurs any liability to a PPA Customer, whether to reimburse, credit or pay it any amount or otherwise in relation to any performance guarantee, power performance shortfall or any efficiency warranty or cost excess, including pursuant to Sections 5.2(b) or 6.7 of the Wal-Mart PPA or Sections 3.4 or 12.1(a)(iii) of the AT&T PPA (collectively collectively, the “PPA Warranties”), Seller Operator shall indemnify and hold Buyer Owner harmless for any such liability, costs and expenses incurred by Buyer Owner pursuant to the Wal-Mart PPA and AT&T PPA for such liabilities described above. In the event either PPA is terminated with respect to any Bloom System as a result of a Seller an Operator failure to meet the Warranty Specifications or the PPA Warranties, then (i) Buyer Owner shall have the right to require and the Seller Operator agrees to repurchase the affected Bloom Systems in the manner contemplated in Section 8.3(c2.5(c) and (ii) Seller Operator shall indemnify and hold Buyer Owner harmless for any amount the Buyer Owner is liable to a PPA Customer in connection with such termination. For the avoidance of doubt, claims, credits, reimbursements and any other payments made under this Section 8.9 2.8 are not subject to the Quarterly Warranty Cap or One-Year Warranty Cap or count against such caps. Seller Operator shall make any payment owed to Buyer Owner in respect of the PPA Warranties under this Section 8.9 2.8 prior to or concurrently with BuyerOwner’s corresponding payment to a PPA Customer.