Common use of Forward Capacity Market Participation Clause in Contracts

Forward Capacity Market Participation. (a) Seller agrees to use commercially reasonable efforts to maintain throughout the Term the Facility’s Capacity Supply Obligation (“CSO”) for the entire quantity of capacity of its CSO as of the Effective Date and agrees not to withdraw or reduce such participation or positions taken. For the avoidance of doubt, Seller shall take all required actions to so preserve the full CSO and shall not permit or agree to any reduction or elimination of the Facility’s CSO. If despite ▇▇▇▇▇▇’s commercially reasonable efforts the CSO is reduced or eliminated, the Seller agrees to use commercially reasonable efforts to qualify and participate in FCM auction activity, including, but not limited to, annual Forward Capacity Auctions (“FCA”) so as to maximize the amount of capacity the Facility provides in the FCM. If despite such commercially reasonable efforts the Seller is unsuccessful in obtaining a CSO for the entire quantity available to be offered in any annual FCA, then Seller agrees to pursue such remaining quantity in substitution auctions. If Seller, despite its commercially reasonable efforts, is not successful in obtaining a CSO for the entire quantity available to be offered in either the annual FCA or the substitution auction, Seller agrees to pursue a CSO for the remaining quantity available to be offered first in the annual reconfiguration auctions, and if unsuccessful in the annual reconfiguration auctions, in the monthly reconfiguration auctions. Seller shall provide documentation to the Buyer demonstrating the satisfaction of the foregoing obligations. (b) In the event that the FCM market rules are changed such that existing Capacity Resources are required to submit non-zero offers or de-list bids or are attributed non- zero offers or de-list bids in the annual FCA and this results in a material portion of the Facility not receiving a CSO in the annual FCA, then the Parties agree to negotiate in good faith in an attempt to amend or clarify this Agreement to address the changed FCM market rules, provided that neither Party shall have any obligation to agree to any particular amendment or clarification of this Agreement. Any such amendment or clarification will reflect, as closely as possible, the intent, substance and effect of this Agreement prior to such change, provided that such amendment or clarification shall not in any event alter (i) the purchase and sale obligations of the Parties pursuant to this Agreement, or (ii) the Price. The parties will invite ▇▇▇▇ and the Department to join in those discussions. If the Parties are unable to agree on a solution, Seller may terminate this Agreement by written notice to the Buyer and neither Party will have any further liability to the other after the effective date of such termination.

Forward Capacity Market Participation. (a) Seller agrees to use commercially reasonable efforts to maintain throughout the Term the Facility’s Capacity Supply Obligation (“CSO”) for the entire quantity of capacity of its CSO as of the Effective Date no less than 230 MW (“Contract CSO”), and agrees not to withdraw or reduce such participation or positions taken. For the avoidance of doubt, Seller shall take all required actions to so preserve the full CSO such Contract CSO, and shall not permit or agree to any reduction or elimination of the Facility’s such Contract CSO. If despite ▇▇▇▇▇▇Seller’s commercially reasonable efforts the Contract CSO is reduced or eliminated, the then Seller agrees to use commercially reasonable efforts to qualify and participate in FCM auction activity, including, but not limited to, annual Forward Capacity Auctions (“FCA”) so as to maximize the amount of capacity the Facility provides in the FCMFCM (up to the amount of the Contract CSO). If despite such commercially reasonable efforts the Seller is unsuccessful in obtaining a such Contract CSO for the entire quantity available to be offered in any annual FCA, then Seller agrees to pursue such remaining quantity in substitution auctions. If Seller, despite its commercially reasonable efforts, is not successful in obtaining a such Contract CSO for the entire quantity available to be offered in either the annual FCA or the substitution auction, Seller agrees to pursue a such Contract CSO for the remaining quantity available to be offered first in the annual reconfiguration auctions, and if unsuccessful in the annual reconfiguration auctions, in the monthly reconfiguration auctions, unless the Facility is in outage and does not qualify for the monthly auction in accordance with ISO-NE FCM rules. In addition, Seller agrees to use commercially reasonable efforts to maintain throughout the Term the Facility’s CSO for all of the capacity in excess of the Contract CSO associated with Seller’s ownership interest in the Facility unless Seller has otherwise contracted or arranged with another third party for the portion of the CSO in excess of the Contract CSO. Seller shall provide documentation to the Buyer demonstrating the satisfaction of the foregoing obligations. (b) In the event that the FCM market rules are changed such that existing Capacity Resources are required to submit non-zero offers or de-list bids or are attributed non- zero offers or de-list bids in the annual FCA and this results in a material portion of the Facility not receiving a CSO in the annual FCA, then the Parties agree to negotiate in good faith in an attempt to amend or clarify this Agreement to address the changed FCM market rules, provided that neither Party shall have any obligation to agree to any particular amendment or clarification of this Agreement. Any such amendment or clarification will reflect, as closely as possible, the intent, substance and effect of this Agreement prior to such change, provided that such amendment or clarification shall not in any event alter (i) the purchase and sale obligations of the Parties pursuant to this Agreement, or (ii) the Price. The parties will invite ▇▇▇▇ and the Department to join in those discussions. If the Parties are unable to agree on a solution, Seller may terminate this Agreement by written notice to the Buyer and neither Party will have any further liability to the other after the effective date of such termination.obligations.‌

Forward Capacity Market Participation. (a) Seller agrees to use commercially reasonable efforts to maintain throughout the Term the Facility’s Capacity Supply Obligation (“CSO”) for the entire quantity of capacity of its CSO as of the Effective Date and agrees not to withdraw or reduce such participation or positions taken. For the avoidance of doubt, Seller shall take all required actions to so preserve the full CSO and shall not permit or agree to any reduction or elimination of the Facility’s CSO. If despite ▇▇▇▇▇▇Seller’s commercially reasonable efforts the CSO is reduced or eliminated, the Seller agrees to use commercially reasonable efforts to qualify and participate in FCM auction activity, including, but not limited to, annual Forward Capacity Auctions (“FCA”) so as to maximize the amount of capacity the Facility provides in the FCM. If despite such commercially reasonable efforts the Seller is unsuccessful in obtaining a CSO for the entire quantity available to be offered in any annual FCA, then Seller agrees to pursue such remaining quantity in substitution auctions. If Seller, despite its commercially reasonable efforts, is not successful in obtaining a CSO for the entire quantity available to be offered in either the annual FCA or the substitution auction, Seller agrees to pursue a CSO for the remaining quantity available to be offered first in the annual reconfiguration auctions, and if unsuccessful in the annual reconfiguration auctions, in the monthly reconfiguration auctions. Seller shall provide documentation to the Buyer demonstrating the satisfaction of the foregoing obligations. (b) In the event that the FCM market rules are changed such that existing Capacity Resources are required to submit non-zero offers or de-list bids or are attributed non- zero offers or de-list bids in the annual FCA and this results in a material portion of the Facility not receiving a CSO in the annual FCA, then the Parties agree to negotiate in good faith in an attempt to amend or clarify this Agreement to address the changed FCM market rules, provided that neither Party shall have any obligation to agree to any particular amendment or clarification of this Agreement. Any such amendment or clarification will reflect, as closely as possible, the intent, substance and effect of this Agreement prior to such change, provided that such amendment or clarification shall not in any event alter (i) the purchase and sale obligations of the Parties pursuant to this Agreement, or (ii) the Price. The parties will invite ▇▇▇▇ PURA and the Department to join in those discussions. If the Parties are unable to agree on a solution, Seller may terminate this Agreement by written notice to the Buyer and neither Party will have any further liability to the other after the effective date of such termination.