|
e",
<br /> Claiming Parts performance under this A
<br /> event or circumstance Bement which Except as otherwise set forth in this Agreement,failure of
<br /> was not anticipated as of the date delay on the part of either Party to exercise any right,
<br /> .this Agreement was agreed to, which is not within the
<br /> reasonable control of,or th result of the negligence of the as a waiver of sue n ht
<br /> power,or privilege under this Agreement shall not operate
<br /> Claiming Party,and which,by the exercise of dud diligence Agreement, g , power or privilege of this
<br /> or use of good utility practice,as defined in the applicable 14.EVENTS OFDEFAULT
<br /> T
<br /> transmission tariff,the Claiming Party unable to overcome D fialtfotl,An"Event of Default"shah mean,with respect to
<br /> or avoid or rause to be avoided,such as,but not limited to, a defaulting party(the"Defaulting Party),the occurrence
<br /> arts of , to fire, flood, earthquake, war, riots, strikes, of any of the following, (a)the failure to make,when due,
<br /> walkouts, ieckouts-and other labor disputes that affect an
<br /> Customer or Supplier, if such
<br /> Force Milieure shall not be based on failures s not remedied within yment required fivent rs)Business Days his )(as such
<br /> 1)Customer's inability to economically use the Retail Power term is defined in Section 4 above))after written notice of
<br /> Purchased hereunder or 2)Supplier's ability to sell the Retail such failure; (b) any representation or warranty made by
<br /> Power at a price greater than the price under this such Party herein is false or misleading in any material
<br /> Agreement.
<br /> 11.CHANGE IN LAW OR REGULATORY EVENT respect when made or when deemed made or repeated;(c)
<br /> the failure to perform any material covenant or obligation
<br /> In the event that any change to or enactment of any rule, set forth in this Agreement (except to the extent
<br /> regulation, Utility operating procedure, tariff, ordinance; constituting a separate gent of Default,and except for such
<br /> statute, or law affecting the sale or transmission, Partys obligations to deliver or receive where such Party
<br /> distribution; or purchase or other obligation under this has made payments due for such failure to deliver or
<br /> Agreement(including but not limited to any administrative receive) if such failure Is not remedied within five (S)
<br /> ruling, interpretation, or judicial derasian), or any new or Business stays(as such term is defined in Section A above)
<br /> increased charges to maintain system reliability affects after written notice by Supplier to Customer;(d)such Party
<br /> Supplier's costs to deliver Retail Power, as determined in
<br /> (1)fries a petition or otherwise commences,authorizes or
<br /> Supplier's reasonable discretion (a "Change in Law"), acquiesces in the commencement of a proceeding or cause
<br /> Supplier shall 1)provide written notice to customer of the of action under any bankruptcy,insolvency,reorganization
<br /> change; 2) specify the effect on price necessary to or similar law,or has arty such petition filed or commented
<br /> accommodate the change in Law, and 3) state the date against it, (2) makes an assignment or any general
<br /> upon which such new pricing shall be effective,which date arrangement for the benefit of creditors, (3) otherwise
<br /> shall not be less than thirty(30)days from the date of the becomes bankrupt or insolvent(however evidenced),or(A)
<br /> written notice and shall coincide with the next Monthly has a liquidator, administrator, receiver, trustee,
<br /> Billing Cycle invoice that follows the thirty(30)day period, conservator or similar official appointed with respect to it or
<br /> Customer agrees that It shat€be bound by the new pricing any substantial portion of its property or assets as part of
<br /> set forth in the written notice described in the foregoing bankruptcy proceeding or;reorganization for the benefit of
<br /> provision, creditors; (e) the failure of customer to satisfy the
<br /> 12 ASSIGNMENT/CUSTOMER NAME CHANGE creditworthiness/collateral requirements under Section T of
<br /> This Agreement shall be binding on each Party's successors this Agreement;or(f)a Party consolidates or merges with or
<br /> and permitted assigns. Neither Party shall assign this into, or transfers all or substantially all of its assets to,
<br /> Agreement or its rights without the prior written consent of another entity and, at the time of such consolidation,
<br /> the other Party,which consent shall not be unreasonably amalgamation,merger or transfer,the resulting,surviving or,
<br /> withheld; provided, however, 1) Supplier may assign its transferee entity fails to assume all the obligations of such
<br /> rights and obligations under this Agreement to an affiliate Party under the Agreement,or the resulting, surviving or
<br /> without consent of the Customer,or 2)the assigning party transferee entity does not satisfy the creditworthiness
<br /> ('Assignor") shall be released from all liability under this requirements/collateral requirement set forth in Section 7
<br /> Agreement if assignee agrees In writing to be bound by the of this Agreement(each,an"Event of Default'),
<br /> terms and conditions and assumes the liability of Assignor Juseenslon and KaEkii—roiltiation, If an Event of Default;
<br /> under this Agreement. occurs, the non-defaulting Partin ("the ;Von-Defaulting
<br /> r
<br /> if Customer undergoes a change of legal name during any Party") may, at Its option and In its sole discretion, 1)
<br /> term of this Agreement, Customer is responsible for suspend its performance under this Agreement, or 2)
<br /> notifying the Utility and Supplier of such change In terminate this Agreement('Early Termination"), at which
<br /> Customer's legal name(such new name,the"New Name") Early Termination,the Non-flefaulting Party shall have the
<br /> as soon as,practicable.Customer further agrees to take any right to liquidate this Agreement and to demand payment
<br /> and all steps as may be required by the Utility to continue as of,which the defaulting Party("the Defaulting Party)shall
<br /> Supplier's customer onto re-enroll with Supplier. pay upon Invoice,a settlement amount which shall be equal
<br /> 13.WAIVER to ai if Customer is the Defaulting Party,any unpaid invoices
<br /> Standard Hybrid Page 13 of 14 ' Confidential Document—See Sec.ir
<br /> 29 Standard Hybrid Contract,Tenn Versiow 07,2 12021
<br />
|