Common use of Special Termination for Chronic Poor Availability Clause in Contracts

Special Termination for Chronic Poor Availability. If the Summer Average Availability for the Facility for a Summer Period (the "Initial Poor Availability Period") is less than 80%, then Seller shall promptly engage a mutually acceptable independent engineer to conduct an assessment of Seller's operating and maintenance practices to determine what steps are necessary to restore the Facility to an Equivalent Availability of at least 97% and to recommend a detailed and specific 37 protocol of equipment, operational and maintenance improvements necessary to achieve such Equivalent Availability (collectively, the "IE Protocol"). If Seller fails to fully and timely implement the IE Protocol and either (i) the Facility has a Summer Average Availability of less than 80% for each of the two Summer Periods subsequent to the Initial Poor Availability Period or (ii) if the Summer Average Availability for the Initial Poor Availability Period was less than 70%, and the Facility has a Summer Average Availability less than 70% for the Summer Period subsequent to the Initial Poor Availability Period, then Buyer may terminate this Agreement on September 15/th/ of the year that is two years after the Initial Poor Availability Period (in the case of a termination pursuant to the foregoing clause (i)) or on September 15/th/ of the year after the Initial Poor Availability Period (in the case of a termination pursuant to clause (ii)). In the event of such termination, Seller shall have no liability to Buyer except for liability for obligations (including Availability Adjustments) accrued prior to such termination.

Special Termination for Chronic Poor Availability. If the ------------------------------------------------- Summer Average Availability for the Facility for a Summer Period (the "Initial Poor Availability Period") is less than 80%, then Seller shall promptly engage a mutually acceptable independent engineer to conduct an assessment of Seller's operating and maintenance practices to determine what steps are necessary to restore the Facility to an Equivalent Availability of at least 97% and to recommend a detailed and specific 37 protocol of equipment, operational and maintenance improvements necessary to achieve such Equivalent Availability (collectively, the "IE Protocol"). If Seller fails to fully and timely implement the IE Protocol and either (i) the Facility has a Summer Average Availability of less than 80% for each of the two Summer Periods subsequent to the Initial Poor Availability Period or (ii) if the Summer Average Availability for the Initial Poor Availability Period was less than 70%, and the Facility has a Summer Average Availability less than 70% for the Summer Period subsequent to the Initial Poor Availability Period, then Buyer may terminate this Agreement on September 15/th/ 15th of the year that is two years after the Initial Poor Availability Period (in the case of a termination pursuant to the foregoing clause (i)) or on September 15/th/ 15th of the year after the Initial Poor Availability Period (in the case of a termination pursuant to clause (ii)). In the event of such termination, Seller shall have no liability to Buyer except for liability for obligations (including Availability Adjustments) accrued prior to such termination.

Special Termination for Chronic Poor Availability. If the Summer ------------------------------------------------- Average Availability for the Facility for a Summer Period (the "Initial Poor Availability Period") is less than 80%, then Seller shall promptly engage a mutually acceptable independent engineer to conduct an assessment of Seller's operating and maintenance practices to determine what steps are necessary to restore the Facility to an Equivalent Availability of at least 97% and to recommend a detailed and specific 37 protocol of equipment, operational and maintenance improvements necessary to achieve such Equivalent Availability (collectively, the "IE Protocol"). If Seller fails to fully and timely implement the IE Protocol and either (i) the Facility has a Summer Average Availability of less than 80% for each of the two Summer Periods subsequent to the Initial Poor Availability Period or (ii) if the Summer Average Availability for the Initial Poor Availability Period was less than 70%, and the Facility has a Summer Average Availability less than 70% for the Summer Period subsequent to the Initial Poor Availability Period, then Buyer may terminate this Agreement on September 15/th/ of the year that is two years after the Initial Poor Availability Period (in the case of a termination pursuant to the foregoing clause (i)) or on September 15/th/ of the year after the Initial Poor Availability Period (in the case of a termination pursuant to clause (ii)). In the event of such termination, Seller shall have no liability to Buyer except for liability for obligations (including Availability Adjustments) accrued prior to such termination.

Special Termination for Chronic Poor Availability. If the Summer Average Availability for the Facility for a Summer Period (the "Initial Poor Availability Period") is less than 80%, then Seller shall promptly engage a mutually acceptable independent engineer to conduct an assessment of Seller's operating and maintenance practices to determine what steps are necessary to restore the Facility to an Equivalent Availability of at least 97% and to recommend a detailed and specific 37 protocol of equipment, operational and maintenance improvements necessary to achieve such Equivalent Availability (collectively, the "IE Protocol"). If Seller fails to fully and timely implement the IE Protocol and either (i) the Facility has a Summer Average Availability of less than 80% for each of the two Summer Periods subsequent to the Initial Poor Availability Period or (ii) if the Summer Average Availability for the Initial Poor Availability Period was less than 70%, and the Facility has a Summer Average Availability less than 70% for the Summer Period subsequent to the Initial Poor Availability Period, then Buyer may terminate this Agreement on September 15/th/ 15th of the year that is two years after the Initial Poor Availability Period (in the case of a termination pursuant to the foregoing clause (i)) or on September 15/th/ 15th of the year after the Initial Poor Availability Period (in the case of a termination pursuant to clause (ii)). In the event of such termination, Seller shall have no liability to Buyer except for liability for obligations (including Availability Adjustments) accrued prior to such termination.