Common use of Qualification to Operator’s Obligations Clause in Contracts

Qualification to Operator’s Obligations. Operator shall: (i) not be liable to Owner for any Loss suffered or incurred by Owner or any third Person and (ii) be indemnified and held harmless by Owner for any Loss suffered or incurred by Operator or in respect of the claims of any third Person to the extent in each such case that such Loss is as a direct result of: (a) Operator’s compliance with the terms of this Agreement or any other Project Contract; (b) Operator’s compliance with any instruction or direction given by Owner or any constraint imposed by Owner at any time upon Operator which is different from those otherwise provided by this Agreement; (c) Owner’s failure to comply with its obligations under this Agreement, including failure to make timely payment of Operating Expenses, or any other Project Contract (unless any such obligation was to be performed by Operator pursuant to the terms of this Agreement or any other Project Contract), which failure has an adverse effect on Operator’s ability to perform the Services except to the extent that such failure is a result of any negligence, willful misconduct or breach of this Agreement by Operator; (d) a design, manufacturing or construction defect in the Facility or any component incorporated therein; (e) the absence or lapse of any Government Approval, other than any absence or lapse resulting from Operator’s failure to comply with its obligations under Section 3.8; (f) a Contractor’s failure to comply with its obligations under any Project Contract or any other contract between a Contractor and Owner relating to the Facility, which failure results in Operator’s inability to perform its obligations hereunder, except to the extent that such failure is a result of any negligence willful misconduct or breach of this Agreement by Operator; or (g) lack of spare parts except to the extent that it is the result of any negligence, willful misconduct or breach of this Agreement by Operator.

Qualification to Operator’s Obligations. Operator shall: (i) not be liable to Owner for any Loss suffered or incurred by Owner or any third Person and (ii) be indemnified and held harmless by Owner for any Loss suffered or incurred by Operator or in respect of the claims of any third Person to the extent in each such case that such Loss is as a direct result of: (a) Operator’s compliance with the terms of this Agreement or any other Project Contract; (b) Operator’s compliance with any instruction or direction given by Owner or any constraint imposed by Owner at any time upon Operator which is different from those otherwise provided by this Agreement; (c) Owner’s failure to comply with its obligations under this Agreement, including failure to make timely payment of Operating ExpensesExpenses included in the Approved Operating Plan or otherwise payable in accordance with this Agreement, or any other Project Contract (unless any such obligation was to be performed by Operator pursuant to the terms of this Agreement or any other Project Contract), which failure has an adverse effect on Operator’s ability to perform the Services except to the extent that such failure is a result of any negligence, willful misconduct or breach of this Agreement by Operator; (d) a design, manufacturing or construction defect in the Facility or any component incorporated therein; (e) the absence or lapse of any Government Approval, other than any absence or lapse resulting from Operator’s failure to comply with its obligations under Section 3.83.8 or Section 4.4; (f) a ContractorCounterparty’s failure to comply with its obligations under any Project Contract or any other contract between a Contractor third party and Owner relating to the Facility, which failure results in Operator’s inability to perform its obligations hereunder, except to the extent that such failure is a result of any negligence negligence, willful misconduct or breach of this Agreement by Operator; or (g) lack of spare parts except to the extent that it is the result of any negligence, willful misconduct or breach of this Agreement by Operator.

Qualification to Operator’s Obligations. Operator shall: (i) not be liable to Owner for any Loss suffered or incurred by Owner or any third Person and (ii) be indemnified and held harmless by Owner for any Loss suffered or incurred by Operator or in respect of the claims of any third Person to the extent in each such case that such Loss is as a direct result of: (a) Operator’s 's compliance with the terms of this Agreement or any other Project Contract; (b) Operator’s 's compliance with any instruction or direction given by Owner or any constraint imposed by Owner at any time upon Operator which is different from those otherwise provided by this Agreement; (c) Owner’s 's failure to comply with its obligations under this Agreement, including failure to make timely payment of Operating ExpensesExpenses included in the Approved Operating Plan or otherwise payable in accordance with this Agreement, or any other Project Contract (unless any such obligation was to be performed by Operator pursuant to the terms of this Agreement or any other Project Contract), which failure has an adverse effect on Operator’s 's ability to perform the Services except to the extent that such failure is a result of any negligence, willful misconduct or breach of this Agreement by Operator; (d) a design, manufacturing or construction defect in the Facility or any component incorporated therein; (e) the absence or lapse of any Government Approval, other than any absence or lapse resulting from Operator’s 's failure to comply with its obligations under Section 3.8; (f) a Contractor’s 's failure to comply with its obligations under any Project Contract or any other contract between a Contractor and Owner relating to the Facility, which failure results in Operator’s 's inability to perform its obligations hereunder, except to the extent that such failure is a result of any negligence negligence, willful misconduct or breach of this Agreement by Operator; or (g) lack of spare parts except to the extent that it is the result of any negligence, willful misconduct or breach of this Agreement by Operator.