Common use of Transfers where the Retail Market Clause in Contracts

Transfers where the Retail Market. Procedures do not apply (a) Where there are no relevant Retail Market Procedures governing transfer of capacity, the User may, without the Service Provider's consent, transfer, by way of subcontract, all or any of the User's contracted capacity to another person (the third party) with the following consequences: (i) the User's rights against, and obligations to, the Service Provider under this Agreement are (subject to clause 27.3(a)(ii)) unaffected by the transfer; but (ii) the User must immediately give notice to the Service Provider of: (A) the subcontract and its likely duration; (B) the identity of the third party; and (C) the amount of the contracted capacity transferred. (b) The User may, with the Service Provider's consent, transfer all or any of the User's contracted capacity to another party (the third party) as outlined in rule 105(3) of the National Gas Rules. The Service Provider must not withhold its consent unless it has reasonable grounds, based on technical or commercial considerations, for doing so and where the third party executes a deed of covenant in favour of the Service Provider as set out in clause (d) below. An example of a reasonable ground would be, if the Service Provider would not receive at least the same amount of revenue after the transfer than it would have received before the transfer was requested. (c) The Service Provider must reply to a request from the User for the Service Provider's consent to a transfer or assignment under clause 27.3(b) within 14 Business Days of receiving the request accompanied by all information reasonably necessary to enable the Service Provider to consider the request. If at the time the request is made, the User informs the Service Provider in writing that due to hardship, the User requires an urgent reply to its request, the Service Provider will use reasonable endeavours to respond to the request within 2 Business Days of receiving the request. (d) If the Service Provider receives a request from the User for the Service Provider's consent to a transfer or assignment under clause 27.3(b), the Service Provider may require the User to provide to the Service Provider a Deed of Covenant executed by each of the User and the third party (in a form reasonably required by the Service Provider) in favour of the Service Provider and of each other, under which: (i) the User assigns all of its rights under this Agreement to the third party and the third party accepts that assignment; (ii) the third party agrees to assume all of the User's rights and obligations under this Agreement and to accordingly comply with all of the User's obligations and assume all of the User's liabilities under the Agreement; and (iii) the User agrees to the assumption of those rights and obligations by the third party. (iv) the User consents to the Service Provider providing the third party with the details (including all details contained in the Relevant Customer List such as the MDQ and Demand Charge) regarding any Delivery Point. (e) Unless otherwise agreed, any transfer made under clause 27.3(b) by the User will be effective only on the first Day of the Calendar Month following execution of any deed of covenant under clause 27.3(d)(iv).

Transfers where the Retail Market. Procedures do not apply (a) Where there are no relevant Retail Market Procedures governing transfer of capacity, the User may, without the Service ProviderActewAGL's consent, transfer, by way of subcontract, all or any of the User's contracted capacity to another person (the third party) with the following consequences: (i) the User's rights against, and obligations to, the Service Provider ActewAGL under this Agreement are (subject to clause 27.3(a)(ii)) unaffected by the transfer; but (ii) the User must immediately give notice to the Service Provider ActewAGL of: (A) the subcontract and its likely duration; (B) the identity of the third party; and (C) the amount of the contracted capacity transferred. (b) The User may, with the Service ProviderActewAGL's consent, transfer all or any of the User's contracted capacity to another party (the third party) as outlined in rule Rule 105(3) of the National Gas Rules. The Service Provider ActewAGL must not withhold its consent unless it has reasonable grounds, based on technical or commercial considerations, for doing so and where the third party executes a deed of covenant in favour of the Service Provider ActewAGL as set out in clause (d27.3(d) below. An example of a reasonable ground would be, if the Service Provider ActewAGL would not receive at least the same amount of revenue after the transfer than it would have received before the transfer was requested. (c) The Service Provider ActewAGL must reply to a request from the User for the Service ProviderActewAGL's consent to a transfer or assignment under clause 27.3(b) within 14 Business Days of receiving the request accompanied by all information reasonably necessary to enable the Service Provider ActewAGL to consider the request. If at the time the request is made, the User informs the Service Provider ActewAGL in writing that due to hardship, the User requires an urgent reply to its request, the Service Provider ActewAGL will use reasonable endeavours to respond to the request within 2 Business Days of receiving the request. (d) If the Service Provider ActewAGL receives a request from the User for the Service ProviderActewAGL's consent to a transfer or assignment under clause 27.3(b), the Service Provider ActewAGL may require the User to provide to the Service Provider ActewAGL a Deed of Covenant executed by each of the User and the third party (in a form reasonably required by the Service ProviderActewAGL) in favour of the Service Provider ActewAGL and of each other, under which: (i) the User assigns all of its rights under this Agreement to the third party and the third party accepts that assignment; (ii) the third party agrees to assume all of the User's rights and obligations under this Agreement and to accordingly comply with all of the User's obligations and assume all of the User's liabilities under the Agreement; and (iii) the User agrees to the assumption of those rights and obligations by the third party. (iv) the User consents to the Service Provider ActewAGL providing the third party with the details (including all details contained in the Relevant Customer List such as the MDQ and Demand Charge) regarding any Delivery Point. (e) Unless otherwise agreed, any transfer made under clause 27.3(b) by the User will be effective only on the first Day of the Calendar Month following execution of any deed of covenant under clause 27.3(d)(iv).