Common use of Obligation to Sell and Purchase Products Clause in Contracts

Obligation to Sell and Purchase Products. Beginning on the Commercial Operation Date and subject to Section 4.1(b), Seller shall sell and Deliver, and Buyer shall purchase and receive, the Products in accordance with the terms and conditions of this Agreement. The aforementioned obligations for Seller to sell and Deliver the Products and for Buyer to purchase and receive the same is unit contingent and shall be subject to the operation of the Facility. Buyer shall not be obligated to purchase any Products to the extent that such Products exceed the Contract Maximum Amount in any hour. In addition, Buyer shall not be obligated to purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPS, and, to the extent that Buyer does not purchase any such REC or comparable certificate, credit, attribute or other similar product produced by the Facility, Seller may, in its sole discretion, sell, transfer or otherwise dispose of that REC or comparable certificate, credit, attribute or other similar product. Once Buyer notifies Seller that it will not purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPS, then Buyer may resume purchasing such RECs or comparable certificates, credits, attributes or other similar products produced by the Facility upon thirty (30) days’ prior written notice to Seller, unless otherwise agreed by Buyer and Seller. Nothing herein shall be construed to affect any of the rights or remedies of the Buyer set forth elsewhere in this Agreement on account of the failure by Seller to use an Eligible Technology to produce all of the Energy and RECs or to maintain the status of the Facility as a RPS Class I Renewable Generation Unit. Seller shall Deliver the Products produced by the Facility, up to and including the Contract Maximum Amount, exclusively to Buyer, and Seller shall not sell, divert, grant, transfer or assign such Products or any certificate or other attribute associated with such Products to any Person other than Buyer during the Term. Seller shall not enter into any agreement or arrangement under which such Products can be claimed by any Person other than Buyer. Buyer shall have the exclusive right to resell or convey the Products in its sole discretion.

Obligation to Sell and Purchase Products. ‌ Beginning on the Commercial Operation Date and subject to Section 4.1(b) and 4.2(a), Seller shall sell and Deliver, and Buyer shall purchase and receivereceive all right, title and interest in and to, Buyer’s Percentage Entitlement of the Products in accordance with the terms and conditions of this Agreement. The aforementioned obligations for Seller to sell and Deliver the Products and for Buyer to purchase and receive the same is unit contingent and shall be subject are Unit Contingent. Seller agrees that Seller will not curtail or otherwise reduce deliveries of the Products in order to sell such Products to other purchasers. To maximize the value of the Products, to the operation extent possible and consistent with ISO-NE Rules and Good Utility Practice, Seller shall use commercially reasonable efforts to maximize the production and Delivery of Energy during the Facilitytime periods of anticipated peak load and peak Energy prices in New England. Notwithstanding anything to the contrary in this Agreement, Seller shall not be required to make any material capital expenditures or incur any significant increase in operating expenses with respect to Wholesale Market Services or the Delivery thereof to Buyer, unless Seller determines, in its sole discretion, that it is commercially reasonable to incur such expenditures or expenses. Buyer shall not be obligated to purchase any Products to the extent that such Products exceed the Contract Maximum Amount in any hour. In addition, Buyer shall not be obligated to purchase accept or pay for any REC or comparable certificate, credit, attribute or other similar product produced by or associated with the Facility which fails to satisfy the RPSRPS as an Environmental Attribute associated with the specified MWh of generation from a Zero Carbon Emissions Class I Renewable Generation Unit, and, to the extent that Buyer does not purchase any such REC or comparable certificate, credit, attribute or other similar product produced by associated with the Facility, Seller may, in its sole discretion, sell, transfer or otherwise dispose of that REC or comparable certificate, credit, attribute or other similar product. Once In the event that the Buyer notifies Seller that it will not purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPSRPS as an Environmental Attribute associated with the specified MWh of generation from a Zero Carbon Emissions Class I Renewable Generation Unit, then Buyer may resume purchasing such RECs or comparable certificates, credits, attributes or other similar products produced by the Facility upon thirty (30) days’ prior written notice to Seller, unless otherwise agreed by Buyer and Seller. Nothing herein shall be construed to affect any of the rights or remedies of the Buyer set forth elsewhere in this Agreement on account of the failure by Seller to use an Eligible Technology to produce all of the Energy and RECs or to maintain the status of the Facility as a RPS Class I Renewable Generation Unit. Seller shall Deliver Buyer’s Percentage Entitlement of the Products produced by or associated with the Facility, up to and including the Contract Maximum Amount, exclusively to Buyer, and Seller shall not sell, divert, grant, transfer or assign such Products or any right, claim, certificate or other attribute associated with such Products to any Person other than Buyer during the Term. Seller shall not enter into any agreement or arrangement under which such Buyer’s Percentage Entitlement of the Products can be claimed by any Person other than Buyer. Buyer shall have the exclusive right to resell or convey the Products in its sole discretion.

Obligation to Sell and Purchase Products. Beginning on the Commercial Operation Date and subject to Section 4.1(b), Seller shall sell and Deliver, and Buyer shall purchase and receivereceive all right, title and interest in and to, Buyer’s Percentage Entitlement of the Products in accordance with the terms and conditions of this Agreement. The aforementioned obligations for Seller to sell and Deliver the Products and for Buyer to purchase and receive the same is unit contingent are Unit Contingent and shall be subject to the operation of the Facility. Seller agrees that Seller will not curtail or otherwise reduce deliveries of the Products in order to sell such Products to other purchasers. To maximize the value of the Products, to the extent possible and consistent with ISO-NE Rules and Good Utility Practice, Seller shall use commercially reasonable efforts to maximize the production and Delivery of Energy during the time periods of anticipated peak load and peak Energy prices in New England. Buyer shall not be obligated to purchase any Products to the extent that such Products exceed the Contract Maximum Amount in any hour. In addition, Buyer shall not be obligated to purchase accept or pay for any REC or comparable certificate, credit, attribute or other similar product produced by or associated with the Facility which fails to satisfy the RPSRPS as an Environmental Attribute associated with the specified MWh of generation from a RPS Class I Renewable Generation Unit, and, to the extent that Buyer does not purchase any such REC or comparable certificate, credit, attribute or other similar product produced by associated with the Facility, Seller may, in its sole discretion, sell, transfer or otherwise dispose of that REC or comparable certificate, credit, attribute or other similar product. Once In the event that the Buyer notifies Seller that it will not purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPSRPS as an Environmental Attribute associated with the specified MWh of generation from a RPS Class I Renewable Generation Unit, then Buyer may resume purchasing such RECs or comparable certificates, credits, attributes or other similar products produced by the Facility upon thirty (30) days’ prior written notice to Seller, unless otherwise agreed by Buyer and Seller. Nothing herein shall be construed to affect any of the rights or remedies of the Buyer set forth elsewhere in this Agreement on account of the failure by Seller to use an Eligible Technology to produce all of the Energy and RECs or to maintain the status of the Facility as a RPS Class I Renewable Generation Unit. Seller shall Deliver Buyer’s Percentage Entitlement of the Products produced by or associated with the Facility, up to and including the Contract Maximum Amount, exclusively to Buyer, and Seller shall not sell, divert, grant, transfer or assign such Products or any certificate or other attribute associated with such Products to any Person other than Buyer during the Term. Seller shall not enter into any agreement or arrangement under which such Products can be claimed by any Person other than Buyer. Buyer shall have the exclusive right to resell or convey the Products in its sole discretion.

Obligation to Sell and Purchase Products. Beginning on the Commercial Operation Date and subject to Section 4.1(b)Date, Seller shall sell and Deliver, and Buyer shall purchase and receivereceive all right, title and interest in and to, Buyer’s Percentage Entitlement of the Products in accordance with the terms and conditions of this Agreement. The aforementioned obligations for Seller to sell and Deliver the Products and for Buyer to purchase and receive the same is unit contingent are Unit Contingent and shall be subject to the operation of the Facility. Seller agrees that Seller will not curtail or otherwise reduce deliveries of the Products in order to sell such Products to other purchasers. In the event that, solely as a result of a change in Law, the Products provided by Seller to Buyer from the Facility under this Agreement do not meet the requirements of the RPS or the CES, then Seller will continue to sell and Deliver, and Buyer will continue to purchase, Energy and RECs under this Agreement notwithstanding such change in Law, provided that Seller shall use commercially reasonable efforts consistent with Good Utility Practice to cause the Products provided by Seller to Buyer from the Facility under this Agreement to qualify and meet the requirements of the RPS and the CES. To the extent Seller has failed to use commercially reasonable efforts consistent with Good Utility Practice to cause the Products provided by Seller to Buyer under this Agreement to qualify and meet the requirements of the RPS and the CES, the Buyer shall be entitled to continue to purchase and receive all right, title and interest in and to Buyer’s Percentage Entitlement of the Products at the Adjusted Price specified in Exhibit D. The foregoing shall not be obligated to purchase any Products to the extent that such Products exceed the Contract Maximum Amount in any hour. In addition, Buyer shall not be obligated to purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPS, and, to the extent that Buyer does not purchase any such REC or comparable certificate, credit, attribute or other similar product produced by the Facility, Seller may, in its sole discretion, sell, transfer or otherwise dispose of that REC or comparable certificate, credit, attribute or other similar product. Once Buyer notifies Seller that it will not purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPS, then Buyer may resume purchasing such RECs or comparable certificates, credits, attributes or other similar products produced by the Facility upon thirty (30) days’ prior written notice to Seller, unless otherwise agreed by Buyer and Seller. Nothing herein shall be construed to affect limit any of the Buyer’s rights or remedies under Section 9.2(j), Section 9.2(k) and Section 9.3 of the Buyer set forth elsewhere in this Agreement on account of the failure by Seller to use an Eligible Technology to produce all of the Energy and RECs or to maintain the status of the Facility as a RPS Class I Renewable Generation UnitAgreement. Seller shall Deliver Buyer’s Percentage Entitlement of the Products produced by or associated with the Facility, up to and including the Contract Maximum Amount, exclusively to Buyer, and Seller shall not sell, divert, grant, transfer or assign such Products or any right, claim, certificate or other attribute associated with such Products to any Person other than Buyer during the Term. Seller shall not enter into any agreement or arrangement under which such Products can be claimed by any Person other than Buyer. Buyer shall have the exclusive right to resell or convey the Products in its sole discretion. Buyer shall not purchase Energy or RECs in excess of the Contract Maximum Amount under this Agreement. To the extent that Seller receives any payment or other consideration for any Environmental Attributes to be purchased under this Agreement directly from any other Person, Seller shall hold such payment or other consideration in trust for the benefit of Buyer and shall promptly remit such payment or other consideration to Buyer in the form so received, or if not transferrable in such form, in the cash equivalent of such form.

Obligation to Sell and Purchase Products. Beginning on the Commercial Operation Delivery Term Start Date and subject to Section 4.1(b), Seller shall sell and Deliver, and Buyer shall purchase and receive, all right, title and interest in and to the Products in accordance with the terms and conditions of this AgreementAgreement and as set forth in the Delivery Schedule. The aforementioned obligations for Seller to sell and Deliver the Products and for Buyer to purchase and receive the same is unit contingent are firm and shall be not subject to interruption except to the operation extent caused by Force Majeure or in accordance with Section 4.2(a). The Delivery Schedule for firm energy is set forth in Exhibit B-2. All Deliveries of Energy and Environmental Attributes must be produced by the Facilities (RPS Class I and/or Qualified Clean Energy) that are specified in Exhibit A to this Agreement. The Delivery Schedule includes Energy produced by a RPS Class I Renewable Generation Unit Facility and the Parties acknowledge and agree that Energy produced by that Facility is Unit Contingent; provided, however, the Seller agrees not to curtail or otherwise reduce deliveries of the FacilityProducts produced by that Facility to the Buyer. To maximize the value of the Products to the Buyer, to the extent possible and consistent with ISO NE Rules and Good Utility Practice, Seller shall maximize the production and Delivery of Energy during the time periods of anticipated peak load and peak Energy prices in New England. Buyer shall not be obligated to purchase accept or pay for any Products to Environmental Attribute or comparable certificate, credit, attribute or other similar product produced by or associated with the extent that such Products exceed Facility which does not constitute an Environmental Attribute associated with the Contract Maximum Amount in any hourspecified MWh of generation from a Qualified Clean Energy Generation Unit. In addition, Buyer shall not be obligated to purchase accept or pay for any REC or comparable certificate, credit, attribute or other similar product produced by the Facility or associated with a RPS Class I Renewable Generation Unit which fails to satisfy the RPS, and, to RPS as a REC associated with the specified MWh of generation from a RPS Class I Renewable Generation Unit. To the extent that Buyer does not purchase any such REC or comparable certificate, credit, attribute or other similar product produced by associated with the Facility, Seller may, in its sole discretion, sell, transfer or otherwise dispose of that REC or comparable certificate, credit, attribute or other similar product. Once In the event that the Buyer notifies Seller that it will not purchase any REC or comparable certificate, credit, attribute or other similar product produced by the Facility which fails to satisfy the RPSRPS as an Environmental Attribute associated with the specified MWh of generation from a RPS Class I Renewable Generation Unit, then Buyer may resume purchasing such RECs or comparable certificates, credits, attributes or other similar products produced by the Facility upon thirty (30) days’ prior written notice to Seller, unless otherwise agreed by Buyer and Seller. Nothing herein Seller shall be construed to affect any Delivery Buyer’s Percentage Entitlement of the rights all Products produced by or remedies of the Buyer set forth elsewhere in this Agreement on account of the failure by Seller to use an Eligible Technology to produce all of the Energy and RECs or to maintain the status of the Facility as a associated with each RPS Class I Renewable Generation UnitUnit specified in Exhibit A during the Services Term. Seller shall Deliver the Products produced by the Facility, up to and including the Contract Maximum Amount, exclusively to Buyer, and Seller shall not sell, divert, grant, transfer or assign such those Products or any other Products included within the Delivery Schedule, or any right, claim, certificate or other attribute associated with such Products Products, to any Person other than Buyer during the Term. Seller shall not claim or enter into any agreement or arrangement under which such Products can be claimed by any Person other than Buyer. Buyer shall have the exclusive right to resell or convey the Products in its sole discretion.