Common use of Governmental Charges Clause in Contracts

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental Charges”) on or with respect to the SRECs arising prior to Delivery. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and from Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental Charges”) on or with respect to the SRECs arising prior to Delivery. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and from Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are BuyerXxxxx’s responsibility hereunder, Buyer Xxxxx shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer Xxxxx may deduct the amount of any such Governmental Charges from the sums due to Seller under this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority Governmental Authority (“Governmental Charges”) on or with respect to the SRECs Delivered Amounts (and any contract associated with the Delivered Amounts) and the Scheduled Amounts arising prior to Deliveryand at the Delivery Point, including, but not limited to, ad valorem taxes and other taxes attributable to the Generating Facility, land, land rights or interests in land for the Generating Facility. Buyer SCE shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Scheduled Amounts or Delivered Amounts, as applicable, from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law or regulation to remit or pay Governmental Charges which are BuyerSCE’s responsibility hereunder, Buyer SCE shall promptly reimburse Seller for such Governmental Charges. If Buyer SCE is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer SCE may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller under this Master Agreementmade pursuant to Article Four. If SCE elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse SCE for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“"Governmental Charges”") on or with respect to the SRECs arising prior to Delivery. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and from Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the Transaction arising prior to Deliveryand at the Delivery Point, including, but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Product or the Transaction from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“"Governmental Charges”") on or with respect to the SRECs arising prior to Delivery. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and from Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are BuyerXxxxx’s responsibility hereunder, Buyer Xxxxx shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer Xxxxx may deduct the amount of any such Governmental Charges from the sums due to Seller under this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the transaction under this Agreement arising prior to Deliveryand at the Delivery Point, including, but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Product or the transaction under this Agreement from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law Law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.Law.‌

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the transaction under this Agreement arising prior to Deliverythe Delivery Point, including, but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or the transaction under this Agreement at and from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law Law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereofLaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the Transaction arising prior to Deliveryand at the Delivery Point, including,. Buyer but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. PG&E shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Product or the Transaction from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Except as otherwise provided in this Article 21, Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental Charges”) Charges on or with respect to the SRECs Energy arising prior to Deliveryor at the Transfer Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Energy at and from Delivery the Transfer Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs Energy and are, therefore, the responsibility of the Seller). Each Party shall use Commercially Reasonable Efforts to mitigate and minimize the costs to the other Party of Governmental Charges. In the event Seller is required by law or regulation Law to remit or pay Governmental Charges which are BuyerXxxxx’s responsibility hereunder, Buyer Xxxxxx shall promptly reimburse Seller include a charge for such Governmental Chargesamounts in the next invoice provided under Article 9. If Buyer is required by law or regulation Law to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under this Master Agreement, provided that Xxxxx has delivered to Seller advance written notice thereof in reasonable detail. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereofLaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the Transaction arising prior to Deliverythe Delivery Point, including but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or the Transaction at and from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.law. ARTICLE TEN: MISCELLANEOUS

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental Charges”) on or with respect to the SRECs Product or a Transaction arising prior to Deliverythe Delivery Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or a Transaction at and from the Delivery Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs Product and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under Article Seven of this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues law. Any Party entitled to an exemption from any such exemption, until final determination Governmental Charges shall furnish to the other Party any necessary documentation thereof.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental Charges”) on or with respect to the SRECs Product or a Transaction arising prior to Deliverythe Delivery Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or a Transaction at and from the Delivery Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs Product and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are BuyerXxxxx’s responsibility hereunder, Buyer Xxxxx shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer Xxxxx may deduct the amount of any such Governmental Charges from the sums due to Seller under Article Seven of this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues law. Any Party entitled to an exemption from any such exemption, until final determination Governmental Charges shall furnish to the other Party any necessary documentation thereof.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental Charges”) on or with respect to the SRECs Product or a transaction arising prior to Deliverythe Delivery Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or a transaction at and from the Delivery Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs Product and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under Article 6 of this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the Transaction arising prior to Deliverythe Delivery Point, including but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer PG&E shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Product or the Transaction from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.law. ARTICLE TEN: MISCELLANEOUS

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority (“Governmental authority(“Governmental Charges”) on or with respect to the SRECs Product or a Transaction arising prior to Deliverythe Delivery Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or a Transaction at and from the Delivery Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs Product and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under Article 6 of this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority Governmental Authority (“Governmental Charges”) on or with respect to the SRECs Buyer’s Product or the transaction under this Agreement arising prior to Deliverythe Delivery Point, including ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Buyer’s Product or the transaction under this Agreement at and from after the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event If Seller is required by law Law or regulation to remit or pay Governmental Charges which are BuyerXxxxx’s responsibility hereunder, Buyer Xxxxx shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Applicable Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority Governmental Authority (“Governmental Charges”) on or with respect to the SRECs Product or the Transaction arising prior to Deliveryand at the Delivery Point, including but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Product or the Transaction from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law Law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereofLaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority Governmental Authority (“Governmental Charges”) on or with respect to the SRECs Buyer’s Product or the transaction under this Agreement arising prior to Deliverythe Delivery Point, including ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Buyer’s Product or the transaction under this Agreement at and from after the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event If Seller is required by law Law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Applicable Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereoflaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government authority Governmental Authority (“Governmental Charges”) on or with respect to the SRECs any Product or a Transaction arising prior to Deliverythe Delivery Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or a Transaction at and from the Delivery Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs any Product and are, therefore, the responsibility of the Seller). In the event Seller is required by law Law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Law or regulation to remit or pay ***Confidential material omitted and filed separately with the Securities & Exchange Commission. Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under Article 7 of this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.Law. ARTICLE TEN: SECURITY

Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any government governmental authority (“Governmental Charges”) on or with respect to the SRECs Product or the transaction under this Agreement arising prior to Deliveryand at the Delivery Point, including, but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs at and Product or the transaction under this Agreement from the Delivery (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs and are, therefore, the responsibility of the Seller)Point. In the event Seller is required by law Law or regulation to remit or pay Governmental Charges which are Buyer’s responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges amounts from the sums due payments to Seller with respect to payments under this Master the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereofLaw.

Governmental Charges. Seller shall pay or cause to be paid all taxes -------------------- imposed by any government authority (“Governmental authority("Governmental Charges”") on or with respect to the SRECs Product or a Transaction arising prior to Deliverythe Delivery Point. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the SRECs Product or a Transaction at and from the Delivery Point (other than ad valorem, franchise or income taxes which are directly related to the sale of the SRECs Product and are, therefore, the responsibility of the Seller). In the event Seller is required by law or regulation to remit or pay Governmental Charges which are Buyer’s 's responsibility hereunder, Buyer shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by law or regulation to remit or pay Governmental Charges which are Seller’s 's responsibility hereunder, Buyer may deduct the amount of any such Governmental Charges from the sums due to Seller under Article 6 of this Master Agreement. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the law and timely asserts and diligently pursues such exemption, until final determination thereof.law. ARTICLE TEN: MISCELLANEOUS Original Sheet No. 35