Common use of Seller’s Failure to Deliver Clause in Contracts

Seller’s Failure to Deliver. If Seller fails to deliver all or part of the Product specified by the relevant Delivery Deadline and such failure is not excused by Buyer’s failure to perform or by an event of Force Majeure, then Seller shall pay Buyer, within five (5) Business Days of invoice receipt, all Financial Settlement Charges and other penalties and/or charges assessed to Buyer (either directly or through contractual obligation) resulting directly from Seller’s failure to deliver all or part of the Product. In addition, to the extent that Seller’s failure to deliver all or part of the Product results in Buyer being assessed (i) Financial Settlement Charges and other penalties and/or charges for an amount of MW that is less than the Contract Quantity that Seller failed to deliver, or (ii) no Financial Settlement Charges and other penalties and/or charges for the Contract Quantity that Seller failed to deliver, then Buyer shall also be entitled to the positive difference, if any, obtained by subtracting the Contract Price from the Replacement Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Seller failed to deliver and for which no Financial Settlement Charges and other penalties and/or charges are assessed to Buyer. “Replacement Price” means the price at which Buyer, acting in a commercially reasonable manner, purchases substitute or replacement Product for the Product not delivered by Seller, or absent any such substitute or replacement purchase, the market price for such quantity of substitute or replacement Product as determined by Buyer in a commercially reasonable manner. “Financial Settlement Charges” has the meaning given to it in the MISO Documents.

Seller’s Failure to Deliver. If Seller fails to deliver all or part of the Product specified by the relevant Delivery Deadline and such failure is not excused by Buyer’s failure to perform or by an event of Force Majeure, then Seller shall pay Buyer, within five (5) Business Days of invoice receipt, all Financial Settlement Charges and other penalties and/or charges assessed to Buyer (either directly or through contractual obligation) resulting directly from Seller’s failure to deliver all or part of the Product. In addition, to the extent that Seller’s failure to deliver all or part of the Product results in Buyer being assessed (i) Financial Settlement Charges and other penalties and/or charges for an amount of MW that is less than the Contract Quantity that Seller failed to deliver, or (ii) no Financial Settlement Charges and other penalties and/or charges for the Contract Quantity that Seller failed to deliver, then Buyer shall also be entitled to the positive difference, if any, obtained by subtracting the Contract Price from the Replacement Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Seller failed to deliver and for which no Financial Settlement Charges and other penalties and/or charges are assessed to Buyer. “Replacement Price” means the price at which Buyer, acting in a commercially reasonable manner, purchases substitute or replacement Product for the Product not delivered by Seller, or absent any such substitute or replacement purchase, the market price for such quantity of substitute or replacement Product as determined by Buyer in a commercially reasonable manner. “Financial Settlement Charges” has the meaning given to it in the MISO Documents.,

Seller’s Failure to Deliver. If Seller fails to deliver all or part of the Product specified in Table A by the relevant Delivery Deadline and such failure is not excused by Buyer’s failure to perform or by an event of Force Majeure, then Seller shall pay Buyer, within five (5) Business Days of invoice receipt, all Financial Settlement Charges and other penalties and/or charges assessed to Buyer (either directly or through contractual obligation) resulting directly from Seller’s failure to deliver all or part of the Product. In addition, to the extent that Seller’s failure to deliver all or part of the Product results in Buyer being assessed (i) Financial Settlement Charges and other penalties and/or charges for an amount of MW that is less than the Contract Quantity that Seller failed to deliver, or (ii) no Financial Settlement Charges and other penalties and/or charges for the Contract Quantity that Seller failed to deliver, then Buyer shall also be entitled to the positive difference, if any, obtained by subtracting the Contract Price from the Replacement Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Seller failed to deliver and for which no Financial Settlement Charges and other penalties and/or charges are assessed to Buyer. “Replacement Price” means the price at which Buyer, acting in a commercially reasonable manner, purchases substitute or replacement Product for the Product not delivered by Seller, or absent any such substitute or replacement purchase, the market price for such quantity of substitute or replacement Product as determined by Buyer in a commercially reasonable manner. “Financial Settlement Charges” has the meaning given to it in the MISO Documents.

Seller’s Failure to Deliver. If Seller fails to deliver all or part of the Product specified by the relevant Delivery Deadline and such failure is not excused by Buyer’s failure to perform or by an event of Force Majeure, then Seller shall pay Buyer, within five (5) Business Days of invoice receipt, all Financial Settlement Charges and other penalties and/or charges assessed to Buyer (either directly or through contractual obligation) resulting directly from Seller’s failure to deliver all or part of the Product. In addition, to the extent that Seller’s failure to deliver all or part of the Product results in Buyer being assessed (i) Financial Settlement Charges and other penalties and/or charges for an amount of MW that is less than the Contract Quantity that Seller failed to deliver, or (ii) no Financial Settlement Charges and other penalties and/or charges for the Contract Quantity that Seller failed to deliver, then Buyer shall also be entitled to the positive difference, if any, obtained by subtracting the Contract Price from the Replacement Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Seller failed to deliver and for which no Financial Settlement Charges and other penalties and/or charges are assessed to Buyer. “Replacement Price” means the price at which Buyer, acting in a commercially reasonable manner, purchases substitute or replacement Product for the Product not delivered by Seller, or absent any such substitute or replacement purchase, the market price for such quantity of substitute or replacement Product as determined by Buyer in a commercially reasonable manner. “Financial Settlement Charges” has the meaning given to it in the MISO Documents.for

Seller’s Failure to Deliver. If Seller fails to deliver all or part of the Product specified by the relevant Delivery Deadline and such failure is not excused by BuyerXxxxx’s failure to perform or by an event of Force Majeure, then Seller shall pay Buyer, within five (5) Business Days of invoice receipt, all Financial Settlement Charges and other penalties and/or charges assessed to Buyer (either directly or through contractual obligation) resulting directly from Seller’s failure to deliver all or part of the Product. In addition, to the extent that Seller’s failure to deliver all or part of the Product results in Buyer being assessed (i) Financial Settlement Charges and other penalties and/or charges for an amount of MW that is less than the Contract Quantity that Seller failed to deliver, or (ii) no Financial Settlement Charges and other penalties and/or charges for the Contract Quantity that Seller failed to deliver, then Buyer shall also be entitled to the positive difference, if any, obtained by subtracting the Contract Price from the Replacement Price and multiplying such positive difference, if any, by the portion of the Contract Quantity which Seller failed to deliver and for which no Financial Settlement Charges and other penalties and/or charges are assessed to Buyer. “Replacement Price” means the price at which Buyer, acting in a commercially reasonable manner, purchases substitute or replacement Product for the Product not delivered by Seller, or absent any such substitute or replacement purchase, the market price for such quantity of substitute or replacement Product as determined by Buyer in a commercially reasonable manner. “Financial Settlement Charges” has the meaning given to it in the MISO Documents.,