Common use of Security and Remedies Clause in Contracts

Security and Remedies. (i) Unless the Parties agree in writing to an alternative security arrangement, Generator shall cause an irrevocable, transferable, standby letter(s) of credit for the benefit of Con Edison to be furnished to Con Edison for purposes of securing payment by Generator of amounts owed under Paragraphs (b) and (c) of this Section 3.15 (other than Generator’s $10,228,000 share of the first $71 million of System Upgrade Facilities costs, which is secured pursuant to the provisions of a separate security agreement). The letter(s) of credit shall be in a form reasonably acceptable to Con Edison and shall require the issuing bank to honor a sight draft(s) drawn on the bank pursuant to the letter of credit. Con Edison shall be permitted to draw against the letter(s) of credit (partial drawings shall be permitted) to satisfy any obligation(s) of Generator under such paragraphs that has (have) not been performed by Generator within the prescribed time for the performance. The letter of credit respecting payments under Paragraph (b) shall be issued in the amount(s) and at the time(s) specified in Annex IV, as may be amended or supplemented from time to time. The letter of credit respecting payments under Paragraph (c) in excess of $10,228,000 (representing Generator’s share of the first $71 million referenced above) shall be in an amount equal to Generator’s payment obligation under that Paragraph in excess of $10,228,000 (less any amounts previously paid in excess of $10,228,000) and shall be issued within five (5) days of the allocation of such costs to Generator by the ISO or by agreement of the Parties. The letter(s) of credit shall have an expiration date no earlier than (or be renewed or amended to have an expiration date no earlier than) 60 days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15. (ii) Such letter of credit shall be issued by a major U.S. commercial bank or the U.S. branch office of a foreign bank having, in either case, a “Credit Rating” (defined as the rating then assigned to such entity’s unsecured, senior long-term debt obligations which are not supported by third party credit enhancements or, if such entity does not have a rating for its senior unsecured long-term debt, the rating then assigned to such entity as an issuer rating) of at least (a) “A-” by the Standard & Poors Rating Group (a division of XxXxxx-Xxxx, Inc.) (“S&P”) and “A3” by Xxxxx’x Investor Services, Inc. (“Moodys”) if the issuing bank is rated by both S&P and Moodys, or (b) “A-” by S&P or “A3” by Moody’s if the issuing bank is rated by either S&P or Moody’s but not both. If the Credit Rating of the bank issuing the letter of credit falls below such levels at any time prior to the expiration of the letter of credit, or if the issuing bank repudiates its obligations under, or fails to honor or pay against, the letter of credit, Generator shall furnish or cause to be furnished to Con Edison a substitute letter of credit, meeting the requirements of Paragraph (i) above, from a bank meeting the requirements of this Paragraph (ii) within three (3) business days after Con Edison provides written notice demanding a substitute letter of credit. (iii) In the event that Generator fails to establish or maintain the letter of credit, as described in Section 3.15(d)(ii) above, or, in the event that the letter of credit at any time has an expiration date earlier than sixty (60) days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15 and Generator does not, at least thirty (30) days prior to the expiration date of the letter of credit, provide an amendment to or renewal of such letter of credit to Con Edison, Con Edison may, in addition to any other remedy available to it, suspend construction of the Substation Modifications and installation and connection of the Generator Assets in the Substation. (iv) In the event that Generator fails to timely make any payment required by Paragraphs (b) or (c) of this Section 3.15, Con Edison shall have the right, in addition to any other remedy available to it, to draw down under the letter of credit in an amount equal to that which Generator has failed to timely pay.

Security and Remedies. (i) Unless the Parties agree in writing to an alternative security arrangement, Generator shall cause an irrevocable, transferable, standby letter(s) of credit for the benefit of Con Edison to be furnished to Con Edison for purposes of securing payment by Generator of amounts owed under Paragraphs (b) and (c) of this Section 3.15 (other than Generator’s $10,228,000 share of the first $71 million of System Upgrade Facilities costs, which is secured pursuant to the provisions of a separate security agreement). The letter(s) of credit shall be in a form reasonably acceptable to Con Edison and shall require the issuing bank to honor a sight draft(s) drawn on the bank pursuant to the letter of credit. Con Edison shall be permitted to draw against the letter(s) of credit (partial drawings shall be permitted) to satisfy any obligation(s) of Generator under such paragraphs that has (have) not been performed by Generator within the prescribed time for the performance. The letter of credit respecting payments under Paragraph (b) shall be issued in the amount(s) and at the time(s) specified in Annex IV, as may be amended or supplemented from time to time. The letter of credit respecting payments under Paragraph (c) in excess of $10,228,000 (representing Generator’s share of the first $71 million referenced above) shall be in an amount equal to Generator’s payment obligation under that Paragraph in excess of $10,228,000 (less any amounts previously paid in excess of $10,228,000) and shall be issued within five (5) days of the allocation of such costs to Generator by the ISO or by agreement of the Parties. The letter(s) of credit shall have an expiration date no earlier than (or be renewed or amended to have an expiration date no earlier than) 60 days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15. (ii) Such letter of credit shall be issued by a major U.S. commercial bank or the U.S. branch office of a foreign bank having, in either case, a “Credit Rating” (defined as the rating then assigned to such entity’s unsecured, senior long-term debt obligations which are not supported by third party credit enhancements or, if such entity does not have a rating for its senior unsecured long-term debt, the rating then assigned to such entity as an issuer rating) of at least (a) “A-” by the Standard & Poors Rating Group (a division of XxXxxx-Xxxx, Inc.) (“S&P”) and “A3” by Xxxxx’x Investor Services, Inc. (“Moodys”) if the issuing bank is rated by both S&P and Moodys, or (b) “A-” by S&P or “A3” by Moody’s if the issuing bank is rated by either S&P or Moody’s Xxxxx’x but not both. If the Credit Rating of the bank issuing the letter of credit falls below such levels at any time prior to the expiration of the letter of credit, or if the issuing bank repudiates its obligations under, or fails to honor or pay against, the letter of credit, Generator shall furnish or cause to be furnished to Con Edison a substitute letter of credit, meeting the requirements of Paragraph (i) above, from a bank meeting the requirements of this Paragraph (ii) within three (3) business days after Con Edison provides written notice demanding a substitute letter of credit. (iii) In the event that Generator fails to establish or maintain the letter of credit, as described in Section 3.15(d)(ii) above, or, in the event that the letter of credit at any time has an expiration date earlier than sixty (60) days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15 and Generator does not, at least thirty (30) days prior to the expiration date of the letter of credit, provide an amendment to or renewal of such letter of credit to Con Edison, Con Edison may, in addition to any other remedy available to it, suspend construction of the Substation Modifications and installation and connection of the Generator Assets in the Substation. (iv) In the event that Generator fails to timely make any payment required by Paragraphs (b) or (c) of this Section 3.15, Con Edison shall have the right, in addition to any other remedy available to it, to draw down under the letter of credit in an amount equal to that which Generator has failed to timely pay.

Security and Remedies. (i) Unless the Parties agree in writing to an alternative security arrangement, Generator shall cause an irrevocable, transferable, standby letter(s) of credit for the benefit of Con Edison to be furnished to Con Edison for purposes of securing payment by Generator of amounts owed under Paragraphs (b) and (c) of this Section 3.15 (other than Generator’s $10,228,000 share of the first $71 million of System Upgrade Facilities costs, which is secured pursuant to the provisions of a separate security agreement). The letter(s) of credit shall be in a form reasonably acceptable to Con Edison Xxxxxx and shall require the issuing bank to honor a sight draft(s) drawn on the bank pursuant to the letter of credit. Con Edison Xxxxxx shall be permitted to draw against the letter(s) of credit (partial drawings shall be permitted) to satisfy any obligation(s) of Generator under such paragraphs that has (have) not been performed by Generator within the prescribed time for the performance. The letter of credit respecting payments under Paragraph (b) shall be issued in the amount(s) and at the time(s) specified in Annex IV, as may be amended or supplemented from time to time. The letter of credit respecting payments under Paragraph (c) in excess of $10,228,000 (representing Generator’s share of the first $71 million referenced above) shall be in an amount equal to Generator’s payment obligation under that Paragraph in excess of $10,228,000 (less any amounts previously paid in excess of $10,228,000) and shall be issued within five (5) days of the allocation of such costs to Generator by the ISO or by agreement of the Parties. The letter(s) of credit shall have an expiration date no earlier than (or be renewed or amended to have an expiration date no earlier than) 60 days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15. (ii) Such letter of credit shall be issued by a major U.S. commercial bank or the U.S. branch office of a foreign bank having, in either case, a “Credit Rating” (defined as the rating then assigned to such entity’s unsecured, senior long-term debt obligations which are not supported by third party credit enhancements or, if such entity does not have a rating for its senior unsecured long-term debt, the rating then assigned to such entity as an issuer rating) of at least (a) “A-” by the Standard & Poors Rating Group (a division of XxXxxx-Xxxx, Inc.) (“S&P”) and “A3” by Xxxxx’x Investor Services, Inc. (“Moodys”) if the issuing bank is rated by both S&P and Moodys, or (b) “A-” by S&P or “A3” by Moody’s Xxxxx’x if the issuing bank is rated by either S&P or Moody’s Xxxxx’x but not both. If the Credit Rating of the bank issuing the letter of credit falls below such levels at any time prior to the expiration of the letter of credit, or if the issuing bank repudiates its obligations under, or fails to honor or pay against, the letter of credit, Generator shall furnish or cause to be furnished to Con Edison Xxxxxx a substitute letter of credit, meeting the requirements of Paragraph (i) above, from a bank meeting the requirements of this Paragraph (ii) within three (3) business days after Con Edison Xxxxxx provides written notice demanding a substitute letter of credit. (iii) In the event that Generator fails to establish or maintain the letter of credit, as described in Section 3.15(d)(ii) above, or, in the event that the letter of credit at any time has an expiration date earlier than sixty (60) days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15 and Generator does not, at least thirty (30) days prior to the expiration date of the letter of credit, provide an amendment to or renewal of such letter of credit to Con Edison, Con Edison may, in addition to any other remedy available to it, suspend construction of the Substation Modifications and installation and connection of the Generator Assets in the Substation. (iv) In the event that Generator fails to timely make any payment required by Paragraphs (b) or (c) of this Section 3.15, Con Edison shall have the right, in addition to any other remedy available to it, to draw down under the letter of credit in an amount equal to that which Generator has failed to timely pay.

Security and Remedies. (i) Unless the Parties agree in writing to an alternative security arrangement, Generator shall cause an irrevocable, transferable, standby letter(s) of credit for the benefit of Con Edison to be furnished to Con Edison for purposes of securing payment by Generator of amounts owed under Paragraphs (b) and (c) of this Section 3.15 (other than Generator’s $10,228,000 share of the first $71 million of System Upgrade Facilities costs, which is secured pursuant to the provisions of a separate security agreement). The letter(s) of credit shall be in a form reasonably acceptable to Con Edison Xxxxxx and shall require the issuing bank to honor a sight draft(s) drawn on the bank pursuant to the letter of credit. Con Edison Xxxxxx shall be permitted to draw against the letter(s) of credit (partial drawings shall be permitted) to satisfy any obligation(s) of Generator under such paragraphs that has (have) not been performed by Generator within the prescribed time for the performance. The letter of credit respecting payments under Paragraph (b) shall be issued in the amount(s) and at the time(s) specified in Annex IV, as may be amended or supplemented from time to time. The letter of credit respecting payments under Paragraph (c) in excess of $10,228,000 (representing Generator’s share of the first $71 million referenced above) shall be in an amount equal to Generator’s payment obligation under that Paragraph in excess of $10,228,000 (less any amounts previously paid in excess of $10,228,000) and shall be issued within five (5) days of the allocation of such costs to Generator by the ISO or by agreement of the Parties. The letter(s) of credit shall have an expiration date no earlier than (or be renewed or amended to have an expiration date no earlier than) 60 days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15. (ii) Such letter of credit shall be issued by a major U.S. commercial bank or the U.S. branch office of a foreign bank having, in either case, a “Credit Rating” (defined as the rating then assigned to such entity’s unsecured, senior long-term debt obligations which are not supported by third party credit enhancements or, if such entity does not have a rating for its senior unsecured long-term debt, the rating then assigned to such entity as an issuer rating) of at least (a) “A-” by the Standard & Poors Rating Group (a division of XxXxxx-Xxxx, Inc.) (“S&P”) and “A3” by Xxxxx’x Investor Services, Inc. (“Moodys”) if the issuing bank is rated by both S&P and Moodys, or (b) “A-” by S&P or “A3” by Moody’s Xxxxx’x if the issuing bank is rated by either S&P or Moody’s Xxxxx’x but not both. If the Credit Rating of the bank issuing the letter of credit falls below such levels at any time prior to the expiration of the letter of credit, or if the issuing bank repudiates its obligations under, or fails to honor or pay against, the letter of credit, Generator shall furnish or cause to be furnished to Con Edison Xxxxxx a substitute letter of credit, meeting the requirements of Paragraph (i) above, from a bank meeting the requirements of this Paragraph (ii) within three (3) business days after Con Edison Xxxxxx provides written notice demanding a substitute letter of credit. (iii) In the event that Generator fails to establish or maintain the letter of credit, as described in Section 3.15(d)(ii) above, or, in the event that the letter of credit at any time has an expiration date earlier than sixty (60) days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15 and Generator does not, at least thirty (30) days prior to the expiration date of the letter of credit, provide an amendment to or renewal of such letter of credit to Con Edison, Con Edison may, in addition to any other remedy available to it, suspend construction of the Substation Modifications and installation and connection of the Generator Assets in the Substation. (iv) In the event that Generator fails to timely make any payment required by Paragraphs (b) or (c) of this Section 3.15, Con Edison Xxx Xxxxxx shall have the right, in addition to any other remedy available to it, to draw down under the letter of credit in an amount equal to that which Generator has failed to timely pay.

Security and Remedies. (i) Unless the Parties agree in writing to an alternative security arrangement, Generator shall cause an irrevocable, transferable, standby letter(s) of credit for the benefit of Con Edison to be furnished to Con Edison for purposes of securing payment by Generator of amounts owed under Paragraphs (b) and (c) of this Section 3.15 (other than Generator’s $10,228,000 share of the first $71 million of System Upgrade Facilities costs, which is secured pursuant to the provisions of a separate security agreement). The letter(s) of credit shall be in a form reasonably acceptable to Con Edison Xxxxxx and shall require the issuing bank to honor a sight draft(s) drawn on the bank pursuant to the letter of credit. Con Edison Xxxxxx shall be permitted to draw against the letter(s) of credit (partial drawings shall be permitted) to satisfy any obligation(s) of Generator under such paragraphs that has (have) not been performed by Generator within the prescribed time for the performance. The letter of credit respecting payments under Paragraph (b) shall be issued in the amount(s) and at the time(s) specified in Annex IV, as may be amended or supplemented from time to time. The letter of credit respecting payments under Paragraph (c) in excess of $10,228,000 (representing Generator’s share of the first $71 million referenced above) shall be in an amount equal to Generator’s payment obligation under that Paragraph in excess of $10,228,000 (less any amounts previously paid in excess of $10,228,000) and shall be issued within five (5) days of the allocation of such costs to Generator by the ISO or by agreement of the Parties. The letter(s) of credit shall have an expiration date no earlier than (or be renewed or amended to have an expiration date no earlier than) 60 days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15. (ii) Such letter of credit shall be issued by a major U.S. commercial bank or the U.S. branch office of a foreign bank having, in either case, a “Credit Rating” (defined as the rating then assigned to such entity’s unsecured, senior long-term debt obligations which are not supported by third party credit enhancements or, if such entity does not have a rating for its senior unsecured long-term debt, the rating then assigned to such entity as an issuer rating) of at least (a) “A-” by the Standard & Poors Rating Group (a division of XxXxxx-Xxxx, Inc.) (“S&P”) and “A3” by Xxxxx’x Investor Services, Inc. (“Moodys”) if the issuing bank is rated by both S&P and Moodys, or (b) “A-” by S&P or “A3” by Moody’s Xxxxx’x if the issuing bank is rated by either S&P or Moody’s Xxxxx’x but not both. If the Credit Rating of the bank issuing the letter of credit falls below such levels at any time prior to the expiration of the letter of credit, or if the issuing bank repudiates its obligations under, or fails to honor or pay against, the letter of credit, Generator shall furnish or cause to be furnished to Con Edison Xxxxxx a substitute letter of credit, meeting the requirements of Paragraph (i) above, from a bank meeting the requirements of this Paragraph (ii) within three (3) business days after Con Edison Xxxxxx provides written notice demanding a substitute letter of credit. (iii) In the event that Generator fails to establish or maintain the letter of credit, as described in Section 3.15(d)(ii) above, or, in the event that the letter of credit at any time has an expiration date earlier than sixty (60) days after Generator’s final payment of amounts owed under Paragraphs (b) and (c) of this Section 3.15 and Generator does not, at least thirty (30) days prior to the expiration date of the letter of credit, provide an amendment to or renewal of such letter of credit to Con EdisonXxxxxx, Con Edison may, in addition to any other remedy available to it, suspend construction of the Substation Modifications and installation and connection of the Generator Assets in the Substation. (iv) In the event that Generator fails to timely make any payment required by Paragraphs (b) or (c) of this Section 3.15, Con Edison Xxx Xxxxxx shall have the right, in addition to any other remedy available to it, to draw down under the letter of credit in an amount equal to that which Generator has failed to timely pay.