R2022-163 Resolution Authozing Agreement with Ameren Illinois Company for Interconnection Solar

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Exhibit B 9.5 Entire Agreement Except as provided in Article 9.1,this Agreement,including all attachments,constitutes the entire Agreement between the Parties with reference to the subject matter of this Agreement, and supersedes all prior and contemporaneous understandings or agreements, oral or written,between the Parties with respect to the subject matter of this Agreement. There are no other agreements,representations,warranties, or covenants that constitute any part of the consideration for, or any condition to,either Party's compliance with its obligations under this Agreement. 9.6 Multiple Counterparts This Agreement may be executed in two or more counterparts,each of which is deemed an original,but all constitute one and the same instrument. 9.7 No Partnership This Agreement shall not be interpreted or construed to create an association,joint venture,agency relationship,or partnership between the Parties, or to impose any partnership obligation or partnership liability upon either Party.Neither Party shall have any right,power or authority to enter into any agreement or undertaking for, or act on behalf of, or to act as or be an agent or representative of, or to otherwise bind,the other 4 Pte'• 9.8 Severability If any provision or portion of this Agreement shall for any reason be held or adjudged to be invalid or illegal or unenforceable by any court of competent jurisdiction or other governmental authority,(1)that portion or provision shall be deemed separate and independent, (2)the Parties shall negotiate in good faith to restore insofar as practicable the benefits to each Party that were affected by the ruling, and(3)the remainder of this Agreement shall remain in full force and effect. 9.9 Environmental Releases Each Party shall notify the other Party of the release of any hazardous substances,any asbestos or lead abatement activities,or any type of remediation activities related to the distributed generation facility or the interconnection facilities,each of which may reasonably be expected to affect the other Party.The notifying Parry shall (1)provide the notice as soon as practicable,provided that Party makes a good faith effort to provide the notice no later than 24 hours after that Party becomes aware of the occurrence, and(2) promptly furnish to the other Party copies of any publicly available reports filed with any governmental authorities addressing such events. 9.10 Subcontractors Nothing in this Agreement shall prevent a Party from using the services of any subcontractor it deems appropriate to perform its obligations under this Agreement; provided,however,that each Party shall require its subcontractors to comply with all applicable terms and conditions of this Agreement in providing services and each Party shall remain primarily liable to the other Party for the performance of the subcontractor.