Common use of Dispatch Procedures Clause in Contracts

Dispatch Procedures. (a) From the date of this Agreement, the Parties will negotiate in good faith and use commercially reasonable efforts to agree to, prior to the Closing Date, (i) dispatch procedures for Plant ▇▇▇▇▇▇▇ Unit 3 to be applied immediately following the IIC Transition Period (the “Dispatch Procedures”) in accordance with the terms of this Section ‎5.20 and set forth in an amendment agreement in respect of any existing operating agreement for Plant ▇▇▇▇▇▇▇ Unit 3 as may be necessary to ensure that the Dispatch Procedures are legally binding obligations of certain Persons, including the Company and Georgia Power Company, and (ii) an amendment to the existing operating agreement for, and such other Contracts relating to, Plant ▇▇▇▇▇▇ necessary to implement the terms set forth in Section 5.20(a)(ii) of the Seller Disclosure Letter as legally binding obligations of certain Persons, including the Company and Mississippi Power Company (collectively, including any changes to such Contracts that may be required by the FERC (but subject to the limitations set forth in this Section 5.5 as to the Parties’ obligations to agree or commit to such changes), the “Dispatch Contracts”). (b) In furtherance of the foregoing, the Parties agree to adopt and follow the procedures in the Manual with respect to Plant ▇▇▇▇▇▇▇ Unit 3 to the extent practicable, including the principles related to cost allocation and cost responsibility and the scope and limitations on the dispatch rights set forth in the Manual; provided, however, that the Parties acknowledge that the operating characteristics of Plant ▇▇▇▇▇▇▇ Unit 3 are unique to that plant and, therefore, the procedures in the Manual may have to be modified to accommodate the needs and limitations of the Parties following the Closing. (c) At or prior to the Closing, each of Seller, Parent and Purchaser shall, and shall cause their respective Affiliates to, execute and deliver each of the Dispatch Contracts.

Dispatch Procedures. (a) From the date of this Agreement, the Parties will negotiate in good faith and use commercially reasonable efforts to agree to, prior to the Closing Date, (i) dispatch procedures for Plant ▇▇▇▇▇▇▇ Unit 3 to be applied immediately following the IIC Transition Period (the “Dispatch Procedures”) in accordance with the terms of this Section ‎5.20 and set forth in an amendment agreement in respect of any existing operating agreement for Plant ▇▇▇▇▇▇▇ Unit 3 as may be necessary to ensure that the Dispatch Procedures are legally binding obligations of certain Persons, including the Company and Georgia Power Company, and (ii) an amendment to the existing operating agreement for, and such other Contracts relating to, Plant ▇▇▇▇▇▇ necessary to implement the terms set forth in Section 5.20(a)(ii) of the Seller Disclosure Letter as legally binding obligations of certain Persons, including the Company and Mississippi Power Company (collectively, including any changes to such Contracts that may be required by the FERC (but subject to the limitations set forth in this Section 5.5 as to the Parties’ obligations to agree or commit to such changes), the “Dispatch Contracts”). . - 55 - (b) In furtherance of the foregoing, the Parties agree to adopt and follow the procedures in the Manual with respect to Plant ▇▇▇▇▇▇▇ Unit 3 to the extent practicable, including the principles related to cost allocation and cost responsibility and the scope and limitations on the dispatch rights set forth in the Manual; provided, however, that the Parties acknowledge that the operating characteristics of Plant ▇▇▇▇▇▇▇ Unit 3 are unique to that plant and, therefore, the procedures in the Manual may have to be modified to accommodate the needs and limitations of the Parties following the Closing. (c) At or prior to the Closing, each of Seller, Parent and Purchaser shall, and shall cause their respective Affiliates to, execute and deliver each of the Dispatch Contracts.