Common use of Termination Rights of SCE Clause in Contracts

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider if: (1) Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero dollars ($0.00) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) SCE must procure transmission service from any other Transmission Provider to allow SCE to Schedule electric energy from the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii), SCE shall have no right to terminate this Agreement pursuant to this Section 2.03(a)(iii), if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(2). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii), in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility or the delivery of Product to SCE pursuant to this Agreement. Nothing in this Section 2.03(a)(iii) is intended to abrogate, amend or modify the terms of any interconnection agreement between Seller and Transmission Provider, including with respect to any rights to reimbursement of costs Seller may have under such interconnection agreement.

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider if: (1i) Such The Interconnection Study Studies or agreement agreements associated with the Generating Facility, as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero [dollar amount text] dollars ($0.00[Number]) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study Studies or agreement agreements or any contingencies or assumptions upon which such Interconnection Study Studies or agreement is agreements are based; or (2ii) SCE must procure transmission service from any other Transmission Provider to allow SCE to Schedule electric energy from the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii2.03(b), SCE shall have no right to terminate this Agreement pursuant to under this Section 2.03(a)(iii2.03(b), if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(22.03(b)(ii). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii2.03(b), in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility or the delivery of Product to SCE pursuant to this Agreement.”. 14. Nothing in this Section 2.03(a)(iiiSections 2.04(a)(xiii) is intended to abrogate, amend or modify and (xiv) are deleted and replaced with the terms of any interconnection agreement between Seller and Transmission Provider, including with respect to any rights to reimbursement of costs Seller may have under such interconnection agreement.following:

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider if: (1i) Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero dollars ($0.000) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2ii) SCE must procure transmission service from any other Transmission Provider to allow SCE to Schedule electric energy from the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii2.03(b), SCE shall have no right to terminate this Agreement pursuant to under this Section 2.03(a)(iii2.03(b), if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(22.03(b)(ii). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii2.03(b), in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility or the delivery of Product to SCE pursuant to this Agreement. Nothing in this Section 2.03(a)(iii) is intended to abrogate, amend or modify the terms of any interconnection agreement between Seller and Transmission Provider, including with respect to any rights to reimbursement of costs Seller may have under such interconnection agreement.

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider if: (1) Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero dollars One Million Eight Hundred Eighty Thousand Dollars ($0.001,880,000) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) SCE must procure transmission service from any other Transmission Provider to allow SCE to Schedule electric energy from the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii), SCE shall have no right to terminate this Agreement pursuant to this Section 2.03(a)(iii), if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(2). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii), in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility or the delivery of Product to SCE pursuant to this Agreement. Nothing in this Section 2.03(a)(iii) is intended to abrogate, amend or modify the terms of any interconnection agreement between Seller and Transmission Provider, including with respect to any rights to reimbursement of costs Seller may have under such interconnection agreement.

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider PTO if: (1) : Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider PTO under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider PTO under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero [dollar amount text] dollars ($0.00[Number]) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) or {SCE must procure transmission service from any other Transmission Provider Note: Monetary threshold to allow be based upon transmission-related costs allocated to the Project that SCE to Schedule electric energy from would incur as estimated in the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. most recent Interconnection Study.} Notwithstanding anything to the contrary in this Section 2.03(a)(iii)4.02, SCE shall have no right to terminate this Agreement pursuant to under this Section 2.03(a)(iii)4.02, if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a6.02(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(2). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii)4.02, in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility Project or the delivery of Product to SCE pursuant to this Agreement. Nothing in If SCE exercises its termination right pursuant to this Section 2.03(a)(iii) is intended 4.02, no Termination Payment will be due or owing by either Party and Seller will be entitled to abrogate, amend or modify the terms a return of any interconnection agreement between Seller and Transmission Provider, including with respect Delivery Date Security provided to any rights to reimbursement of costs Seller may have under such interconnection agreementSCE.

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider PTO if: (1) : Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider PTO under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider PTO under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero [dollar amount text] dollars ($0.00[Number]) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) or {SCE Note: Monetary threshold to be based upon transmission-related costs allocated to the Project that SCE would incur as estimated in the most recent Interconnection Study.} SCE must procure transmission service from any other Transmission Provider participating transmission owner to allow SCE to Schedule electric energy from the Generating Facility Project and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii)4.02, SCE shall have no right to terminate this Agreement pursuant to under this Section 2.03(a)(iii)4.02, if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a6.02(a), irrevocably agrees that Seller shall owe to SCE (Ii) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (IIii) any costs for transmission services specified in Section 2.03(a)(iii)(24.02.4.02; provided, with respect to clause (i), and solely for the purpose of calculating Excess Network Upgrade Costs, Aggregate Network Upgrade Costs shall be based on the latest interconnection agreement (including any amendments or modifications thereto) tendered to Seller by the PTO. If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii)4.02, in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility Project or the delivery of Product to SCE pursuant to this Agreement. Nothing in If SCE exercises its termination right pursuant to this Section 2.03(a)(iii) is intended 4.02, no Termination Payment will be due or owing by either Party and Seller will be entitled to abrogate, amend or modify the terms a return of any interconnection agreement between Seller and Transmission Provider, including with respect Delivery Date Security provided to any rights to reimbursement of costs Seller may have under such interconnection agreementSCE.

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider if: (1) Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero zero dollars ($0.00) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) SCE must procure transmission service from any other Transmission Provider to allow SCE to Schedule electric energy from the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii), SCE shall have no right to terminate this Agreement pursuant to this Section 2.03(a)(iii), if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(2). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii), in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility or the delivery of Product to SCE pursuant to this Agreement. Nothing in this Section 2.03(a)(iii) is intended to abrogate, amend or modify the terms of any interconnection agreement between Seller and Transmission Provider, including with respect to any rights to reimbursement of costs Seller may have under such interconnection agreement.

Termination Rights of SCE. SCE has the right to terminate this Agreement on Notice, which will be effective five (5) Business Days after such Notice is given to Seller, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study or the interconnection agreement tendered to Seller by the Transmission Provider PTO if: (1) : Such Interconnection Study or agreement as of the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities to SCE, or any Transmission Provider PTO under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider PTO under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero [dollar amount text] dollars ($0.00[Number]) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) or {SCE Note: Monetary threshold to be based upon transmission-related costs allocated to the Project that SCE would incur as estimated in the most recent Interconnection Study.} SCE must procure transmission service from any other Transmission Provider participating transmission owner to allow SCE to Schedule electric energy from the Generating Facility Project and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii)4.02, SCE shall have no right to terminate this Agreement pursuant to under this Section 2.03(a)(iii)4.02, if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a6.02(a), irrevocably agrees that Seller shall owe to SCE (Ii) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (IIii) any costs for transmission services specified in Section 2.03(a)(iii)(24.02; provided, with respect to clause (i), and solely for the purpose of calculating Excess Network Upgrade Costs, Aggregate Network Upgrade Costs shall be based on the latest interconnection agreement (including any amendments or modifications thereto) tendered to Seller by the PTO. If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii)4.02, in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility Project or the delivery of Product to SCE pursuant to this Agreement. Nothing in If SCE exercises its termination right pursuant to this Section 2.03(a)(iii) is intended 4.02, no Termination Payment will be due or owing by either Party and Seller will be entitled to abrogate, amend or modify the terms a return of any interconnection agreement between Seller and Transmission Provider, including with respect Delivery Date Security provided to any rights to reimbursement of costs Seller may have under such interconnection agreementSCE.

Termination Rights of SCE. (i) SCE has shall have the right to terminate this Agreement on Notice, which will shall be effective five (5) Business Days after such Notice is given given, on or before the date that is sixty (60) days after Seller provides to SellerSCE the results of the latest interconnection facilities study by the CAISO or the Transmission Provider for the interconnection of the Generating Facility in effect on the date of the termination Notice if that study reflects that the total cost of transmission upgrades or new transmission facilities for facilities associated with the CAISO Queue Position at the Delivery Point to SCE, or any Transmission Provider under the jurisdiction of the CAISO, that are not paid by Seller (or are paid by Seller with reimbursement from SCE or any other Transmission Provider) will exceed One Hundred Seventeen Million dollars ($117,000,000); provided that if a CAISO interconnection queue request for a generating facility ahead of the CAISO Queue Position for the Generating Facility is withdrawn (an “Unrelated Interconnection Withdrawal”) and such Unrelated Interconnection Withdrawal necessitates a CAISO restudy be conducted for the interconnection of the Generating Facility, SCE shall have the right to terminate this Agreement on Notice as set forth above in this clause (i) if the total cost of transmission upgrades or new transmission facilities to SCE (at the Delivery Point), or any Transmission Provider under the jurisdiction of the CAISO, that are not paid by Seller (or are paid by Seller with reimbursement from SCE or any other Transmission Provider) will exceed the amount related to the specific queue position set forth in the revised interconnection facilities study issued due to the Unrelated Interconnection Withdrawal, as set forth above. (ii) SCE shall have the right to terminate this Agreement on Notice, which shall be effective five (5) Business Days after such Notice is given, on or before the date that is sixty (60) days after Seller provides to SCE the results of any Interconnection Study by the CAISO or the interconnection agreement tendered to Seller by the Transmission Provider if: (1) Such Interconnection Study or agreement as of for the date of the termination Notice, estimates, includes, specifies or reflects that the maximum total cost of transmission upgrades or new transmission facilities Generating Facility if SCE shall be required to SCE, or any Transmission Provider under the jurisdiction of the CAISO, including costs reimbursed by SCE, or any Transmission Provider under the jurisdiction of the CAISO, to Seller (“Aggregate Network Upgrade Costs”), may in the aggregate exceed Zero dollars ($0.00) (“Network Upgrades Cap”), irrespective of any subsequent amendments of such Interconnection Study or agreement or any contingencies or assumptions upon which such Interconnection Study or agreement is based; or (2) SCE must procure transmission service from any other Transmission Provider to allow SCE to Schedule electric energy from the Generating Facility and the cost for such transmission service is not reimbursed or paid by Seller. Notwithstanding anything to the contrary in this Section 2.03(a)(iii), SCE shall have no right to terminate this Agreement pursuant to this Section 2.03(a)(iii), if Seller, concurrently with its provision of the relevant Interconnection Study or agreement pursuant to Section 3.17(a), irrevocably agrees that Seller shall owe to SCE (I) the amount by which the Aggregate Network Upgrade Costs exceed the Network Upgrades Cap (“Excess Network Upgrade Costs”), and (II) any costs for transmission services specified in Section 2.03(a)(iii)(2). If Seller elects to pay, without reimbursement, for the Excess Network Upgrade Costs pursuant to this Section 2.03(a)(iii), in no event shall Seller have any interest in or rights or title to any Network Upgrades (as defined in the CAISO Tariff) or Congestion Revenue Rights (as defined in the CAISO Tariff) in connection with the development of the Generating Facility or the delivery of Product to SCE pursuant to this Agreement. Nothing in this Section 2.03(a)(iii) is intended to abrogate, amend or modify the terms of any interconnection agreement between Seller and Transmission Provider, including with respect to any rights to reimbursement of costs Seller may have under such interconnection agreement.