Common use of Indemnities for Failure to Deliver Expected Contract Quantity Clause in Contracts

Indemnities for Failure to Deliver Expected Contract Quantity. Xxxxxx agrees to indemnify, defend and hold harmless Buyer from any penalties, fines or costs assessed against Buyer by the CPUC or the CAISO, resulting from any of the following: Seller’s failure to provide any portion of the Contract Quantity for any portion of the Delivery Period; Seller’s failure to provide notice of the non-availability of any portion of the Expected Contract Quantity for any portion of the Delivery Period as required under Section 2.2; Seller’s or the Unit’s SC’s failure to timely submit Supply Plans that identify Xxxxx’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the Delivery Period; or Seller’s or the Unit’s SC’s failure to submit accurate Supply Plans that identify Xxxxx’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the Delivery Period. any other failure by Seller to perform its obligations under this Confirmation. With respect to the foregoing, the Parties shall use commercially reasonable efforts to minimize such penalties, fines and costs; provided, that in no event shall Buyer be required to use or change its utilization of its owned or controlled assets or market positions to minimize these penalties and fines.

Appears in 2 contracts

Samples: Master Power Purchase and Sale Agreement, Master Power Purchase and Sale Agreement

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Indemnities for Failure to Deliver Expected Contract Quantity. Xxxxxx Seller agrees to indemnify, defend and hold harmless Buyer from any penalties, fines or costs assessed against Buyer by the CPUC or the CAISO, resulting from any of the following: : (a) Seller’s failure to provide any portion of the Expected Contract Quantity for any portion of the RA Delivery Period; ; (b) Seller’s failure to provide notice of the non-availability of any portion of the Expected Contract Quantity for any portion of the RA Delivery Period as required under Section 2.2; Seller’s or the 12.03; (c) A Generating Unit’s SC’s failure to timely submit Supply Plans that identify XxxxxBuyer’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the RA Delivery Period; or Seller’s or the Unit’s or (d) A Generating Unit SC’s failure to submit accurate Supply Plans that identify XxxxxBuyer’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the RA Delivery Period. any other failure by Seller to perform its obligations under this Confirmation. With respect to the foregoing, the Parties shall use commercially reasonable efforts to minimize such penalties, fines and costs; provided, that in no event shall Buyer SCE be required to use or change its utilization of its owned or controlled assets or market positions to minimize these penalties and fines. If Seller fails to pay the foregoing penalties, fines or costs, or fails to reimburse SCE for those penalties, fines or costs, then SCE may offset those penalties, fines or costs against any future amounts it may owe to Seller under this Agreement.

Appears in 2 contracts

Samples: Resource Adequacy Purchase Agreement, Resource Adequacy Purchase Agreement

Indemnities for Failure to Deliver Expected Contract Quantity. Xxxxxx agrees to indemnify, defend and hold harmless Buyer from any penalties, fines or costs assessed against Buyer by the CPUC or the CAISO, resulting from any of the following: : (a) Seller’s failure to provide any portion of the Expected Contract Quantity for any portion of the RA Delivery Period; ; (b) Seller’s failure to provide notice of the non-availability of any portion of the Expected Contract Quantity for any portion of the RA Delivery Period as required under Section 2.2; Seller’s or the 12.03; (c) A Storage Unit’s SC’s failure to timely submit Supply Plans that identify Xxxxx’s right to the Expected Contract Quantity for each Unit Xxxxxxxx purchased hereunder for each day of the RA Delivery Period; or Seller’s or the Unit’s or (d) A Storage Unit SC’s failure to submit accurate Supply Plans that identify Xxxxx’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the RA Delivery Period. any other failure by Seller to perform its obligations under this Confirmation. With respect to the foregoing, the Parties shall use commercially reasonable efforts to minimize such penalties, fines and costs; provided, that in no event shall Buyer SCE be required to use or change its utilization of its owned or controlled assets or market positions to minimize these penalties and fines. If Seller fails to pay the foregoing penalties, fines or costs, or fails to reimburse SCE for those penalties, fines or costs, then SCE may offset those penalties, fines or costs against any future amounts it may owe to Seller under this Agreement.

Appears in 1 contract

Samples: Resource Adequacy Purchase Agreement

Indemnities for Failure to Deliver Expected Contract Quantity. Xxxxxx Seller agrees to indemnify, defend and hold harmless Buyer from any penalties, fines or costs assessed against Buyer by the CPUC or the CAISO, resulting from any of the following: : (a) Seller’s failure to provide any portion of the Expected Contract Quantity for any portion of the Delivery Period; ; (b) Seller’s failure to provide notice of the non-availability of any portion of the Expected Contract Quantity for any portion of the Delivery Period as required under Section 2.29.03; Seller’s or the or (c) A Generating Unit’s SC’s failure to timely submit Supply Plans that identify XxxxxBuyer’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the Delivery Period; or Seller’s or the Unit’s ; (d) A Generating Unit SC’s failure to submit accurate Supply Plans that identify XxxxxBuyer’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the Delivery Period. any other failure by Seller to perform its obligations under this Confirmation. With respect to the foregoing, the Parties shall use commercially reasonable efforts to minimize such penalties, fines and costs; provided, that in no event shall Buyer be required to use or change its utilization of its owned or controlled assets or market positions to minimize these penalties and fines. If Seller fails to pay the foregoing penalties, fines or costs, or fails to reimburse Buyer for those penalties, fines or costs, then Buyer may offset those penalties, fines or costs against any future amounts it may owe to Seller under this Agreement.

Appears in 1 contract

Samples: Resource Adequacy Purchase Agreement

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Indemnities for Failure to Deliver Expected Contract Quantity. Xxxxxx Seller agrees to indemnify, defend and hold harmless Buyer from any penalties, fines or costs assessed against Buyer by the CPUC or the CAISO, resulting from any of the following: : (a) Seller’s failure to provide any portion of the Expected Contract Quantity for any portion of the RA Delivery Period; ; (b) Seller’s failure to provide notice of the non-availability of any portion of the Expected Contract Quantity for any portion of the RA Delivery Period as required under Section 2.2; Seller’s or the 12.03; (c) A Storage Unit’s SC’s failure to timely submit Supply Plans that identify XxxxxBuyer’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the RA Delivery Period; or Seller’s or the Unit’s or (d) A Storage Unit SC’s failure to submit accurate Supply Plans that identify XxxxxBuyer’s right to the Expected Contract Quantity for each Unit purchased hereunder for each day of the RA Delivery Period. any other failure by Seller to perform its obligations under this Confirmation. With respect to the foregoing, the Parties shall use commercially reasonable efforts to minimize such penalties, fines and costs; provided, that in no event shall Buyer SCE be required to use or change its utilization of its owned or controlled assets or market positions to minimize these penalties and fines. If Seller fails to pay the foregoing penalties, fines or costs, or fails to reimburse SCE for those penalties, fines or costs, then SCE may offset those penalties, fines or costs against any future amounts it may owe to Seller under this Agreement.

Appears in 1 contract

Samples: Resource Adequacy Purchase Agreement

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