Common use of Disputes and Adjustments of Invoices Clause in Contracts

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement shall be subject to adjustment after the end of each month in order to true-up charges based on changes resulting from ISO-NE billing statements or revisions, if any, to previous ISO-NE billing statements. If ISO- NE resettles any invoice which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above pay the amount due to the other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.3. Within twelve (12) months of the issuance of an invoice the Seller shall adjust any invoice for any arithmetic or computational error and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice within twelve (12) months of issuance of the original invoice. Any dispute of charges is waived unless the Buyer provides notice of the dispute to the Seller within twelve (12) months of receipt of the invoice (or adjusted invoice) including such charges.

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement shall be subject to adjustment after the end of each month in order to true-up charges based on changes resulting from ISO-NE billing statements or revisions, if any, to previous ISO-NE billing statements. If ISO- ISO-NE resettles any invoice which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above pay the amount due to the other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.35.2. Within twelve (12) months of the issuance of an invoice the Seller shall adjust any invoice for any arithmetic or computational error error, and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice within twelve (12) months of issuance of the original invoice. Any dispute of charges is waived unless the Buyer provides notice of the dispute to the Seller within twelve (12) months of receipt of the invoice (or adjusted invoice) including such charges.

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement If Seller or SCE determines that a calculation is incorrect, Seller or SCE, as the case may be, shall promptly recompute the amounts for the period of the inaccuracy based upon a correction of data and any payment affected by the adjustment or correction. Any amount due will be subject made as an adjustment to adjustment the next invoice[ or bill credit] {SCE Note: ECR Projects Only} that is calculated after the end of each month in order to true-up charges based on changes resulting from ISO-NE billing statements Seller’s or revisions, if any, to previous ISO-NE billing statementsSCE’s recomputation using corrected measurements. If ISO- NE resettles the recomputation results in a net amount owed to SCE after applying any invoice amounts owing to Seller as shown on the next invoice[ or bill credit] {SCE Note: ECR Projects Only}, any such amount owing to SCE will at SCE’s discretion be netted against amounts owed to Seller[ or Customers] {SCE Note: ECR Projects Only} in any subsequent invoice[or bill credit] {SCE Note: ECR Projects Only} or separately invoiced to Seller, in which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above Seller must pay the amount due owing to the SCE within [five (5)]{SCE Note: All Projects other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.3. Within twelve than ECR Projects} [twenty (12) months of the issuance of an invoice the Seller shall adjust any invoice for any arithmetic or computational error and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the 20)] {SCE Note: ECR Projects Only} days after receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event A Party will be deemed to have waived any such payment adjustments if such Party does not provide Notice of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice adjustment within twelve (12) months of issuance of after the original invoice. Any dispute of charges is waived unless the Buyer provides notice of the dispute to the Seller within twelve (12) months of receipt of Invoice Date for the invoice (containing the error. Adjustment payments for meter inaccuracy will not bear interest. Netting Rights. SCE reserves the right to net amounts that would otherwise be due to Seller under this Agreement in payment of any amounts: Owing to SCE by Seller arising out of, or adjusted invoice) including such chargesrelated to, this Agreement; or Owed to SCE by Seller arising out of, or related to, any other SCE agreement, tariff, obligation or liability. Nothing in this Section 3.04 shall limit SCE’s rights under applicable tariffs, other agreements or Applicable Laws.

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement shall be subject to adjustment after the end of each month in order to true-up charges based on changes resulting from ISO-NE billing statements or revisions, if any, to previous ISO-NE billing statements. If ISO- ISO-NE resettles any invoice which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above pay the amount due to the other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.35.2. Within twelve (12) months of the issuance of an invoice the Seller shall adjust any invoice for any arithmetic or computational error and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice within twelve (12) months of issuance of the original invoice. Any dispute of charges is waived unless the Buyer provides notice of the dispute to the Seller within twelve (12) months of receipt of the invoice (or adjusted invoice) including such charges.

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement shall be subject to adjustment after the end of each month in order to true-up charges based on changes resulting from recent ISO-NE billing statements or revisions, if any, to previous ISO-NE billing statements. If ISO- ISO-NE resettles any invoice which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above pay the amount due to the other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.35.2. Within twelve (12) months of the issuance of an invoice the Seller shall may adjust any invoice for any arithmetic or computational error and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice within twelve (12) months of issuance of the original invoice. Any dispute of charges is waived unless the Buyer provides notice of the dispute to the Seller within twelve (12) months of receipt of the invoice (or adjusted invoice) including such charges.

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement If Seller or SCE determines that a calculation is incorrect Seller or SCE, as the case may be, shall promptly recompute the amounts for the period of the inaccuracy based upon a correction of data and any payment affected by the adjustment or correction. Any amount due from SCE to Seller, or Seller to SCE, as the case may be, will be subject made as an adjustment to adjustment the next monthly payment invoice that is calculated after the end of each month in order to true-up charges based on changes resulting from ISO-NE billing statements Seller’s or revisions, if any, to previous ISO-NE billing statementsSCE’s recomputation using corrected measurements. If ISO- NE resettles the recomputation results in a net amount owed to SCE after applying any amounts owing to Seller as shown on the next monthly payment invoice, any such amount owing to SCE will at SCE’s discretion be netted against amounts owed to Seller in any subsequent monthly payment invoice or separately invoiced to Seller, in which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above Seller must pay the amount due owing to the other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.3. Within twelve SCE within thirty (1230) months of the issuance of an invoice the Seller shall adjust any invoice for any arithmetic or computational error and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the days after receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event A Party will be deemed to have waived any such payment adjustments, if such Party does not provide Notice of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice adjustment within twelve (12) months of issuance after the end of the original invoicemonth in which the payment invoice was issued containing the error. Any dispute Netting Rights. SCE reserves the right to net amounts that would otherwise be due to Seller under this Agreement in payment of charges any amounts: Owing to SCE by Seller arising out of, or related to, this Agreement; or Owed to SCE by Seller arising out of, or related to, any other SCE agreement, tariff, obligation or liability. Nothing in this Section 3.04 shall limit SCE’s rights under applicable tariffs, other agreements or Applicable Laws. Monthly Capacity Payment. SCE shall make a “Monthly Capacity Payment,” payable monthly after the applicable Showing Month, in arrears, to Seller for each Showing Month, provided that such Monthly Capacity Payment is waived unless subject to reduction in accordance with this Agreement. The Monthly Capacity Payment is calculated as set forth below: “Monthly Capacity Payment” = (A x B x 1,000) where: A = applicable Monthly Capacity Price for that Showing Month B = C = Expected Contract Quantity provided by Seller to SCE pursuant to and consistent with Section 6.03 for the Buyer provides notice applicable day of the dispute to Showing Month, provided that, solely for purposes of calculating this item “C”, the Seller within twelve amount of Product (12in MWs) months provided on any particular day of receipt any Showing Month may not exceed the IDD Capacity during such day D = Aggregate megawatts of Shortfall Capacity associated with the applicable day of the invoice (or adjusted invoice) including such chargesShowing Month; provided, Shortfall Capacity may not exceed Contract Capacity i = Each day of Showing Month n = number of days in the Showing Month The Monthly Capacity Payment calculation shall be rounded to two decimal places.

Disputes and Adjustments of Invoices. All invoices rendered under this Agreement If Seller or SCE determines that a calculation is incorrect Seller or SCE, as the case may be, shall promptly recompute the amounts for the period of the inaccuracy based upon a correction of data and any payment affected by the adjustment or correction. Any amount due from SCE to Seller, or Seller to SCE, as the case may be, will be subject made as an adjustment to adjustment the next monthly payment invoice that is calculated after the end of each month in order to true-up charges based on changes resulting from ISO-NE billing statements Seller’s or revisions, if any, to previous ISO-NE billing statementsSCE’s recomputation using corrected measurements. If ISO- NE resettles the recomputation results in a net amount owed to SCE after applying any amounts owing to Seller as shown on the next monthly payment invoice, any such amount owing to SCE will at SCE’s discretion be netted against amounts owed to Seller in any subsequent monthly payment invoice or separately invoiced to Seller, in which relates to the Products sold under this Agreement and (a) any charges thereunder are the responsibility of the other Party under this Agreement or (b) any credits issued thereunder would be due to the other Party under this Agreement, then the Party receiving the invoice from ISO-NE shall in the case of (a) above invoice the other Party or in the case of (b) above Seller must pay the amount due owing to the other Party. Any invoices issued or amounts due pursuant to this Section shall be invoiced or paid as provided in this Section 5.3. Within twelve SCE within thirty (1230) months of the issuance of an invoice the Seller shall adjust any invoice for any arithmetic or computational error and shall provide documentation and information supporting such adjustment to Buyer. Within twelve (12) months of the days after receipt of an invoice (or an adjusted invoice), the Buyer may dispute any charges on that invoice. In the event A Party will be deemed to have waived any such payment adjustments, if such Party does not provide Notice of such a dispute, the Buyer shall give notice to the Seller and shall state the basis for the dispute. Payment of the disputed amount shall not be required until the dispute is resolved. Upon resolution of the dispute, any required payment or refund shall be made within ten (10) days of such resolution along with interest accrued at the Late Payment Rate from and including the due date (or in the case of a refund, the payment date) but excluding the date paid. Any claim for additional payment is waived unless the Seller issues an adjusted invoice adjustment within twelve (12) months of issuance after the end of the original invoicemonth in which the payment invoice was issued containing the error. Any dispute Netting Rights. SCE reserves the right to net amounts that would otherwise be due to Seller under this Agreement in payment of charges is waived unless the Buyer provides notice of the dispute any amounts: Owing to the SCE by Seller within twelve (12) months of receipt of the invoice (arising out of, or adjusted invoice) including such chargesrelated to, this Agreement; or Owed to SCE by Seller arising out of, or related to, any other SCE agreement, tariff, obligation or liability. Nothing in this Section 3.04 shall limit SCE’s rights under applicable tariffs, other agreements or Applicable Laws.