Common use of Termination for Extended Force Majeure Clause in Contracts

Termination for Extended Force Majeure. Notwithstanding the foregoing, after the Commercial Operation Date, a Party shall have the right to terminate this Agreement if a Force Majeure event has delayed or prevented the other Party from performing its obligations hereunder for more than three hundred sixty-five (365) days during the Delivery Period. From and after such termination, neither Party shall have any obligation to the other Party, except for obligations incurred prior to the date of such termination, including Owner’s obligation to refund O&R pre- paid amounts as described in the remainder of this paragraph. Owner acknowledges and agrees that the Commercial Operation Payment represents an up-front payment for services to be provided by Owner during the Delivery Period. Accordingly, if a Party elects to terminate the Agreement pursuant to this Section 8.03 after Owner has received the Commercial Operation Payment, then Owner shall promptly refund a pro rata amount equal to (a) the total of the Commercial Operation Payment reflecting the number of months remaining in the Delivery Period after the effective termination date divided by the total number of months in the Delivery Period, less (b) the Annual Post-Commercial Operation Payment for the then-applicable Contract Year reflecting the number of months completed in such Contract Year up to the effective termination date divided by twelve months.‌

Termination for Extended Force Majeure. Notwithstanding the foregoing, after the Commercial Operation Date, a Party shall have the right to terminate this Agreement if a Force Majeure event has delayed or prevented the other Party from performing its obligations hereunder for more than three hundred sixty-five (365) days during the Delivery Period. From and after such termination, neither Party shall have any obligation to the other Party, except for obligations incurred prior to the date of such termination, including Owner’s obligation to refund O&R pre- CECONY pre-paid amounts as described in the remainder of this paragraph. Owner acknowledges and agrees that the Commercial Operation Payment represents an up-front payment for services to be provided by Owner during the Delivery Period. Accordingly, if a Party elects to terminate the Agreement pursuant to this Section 8.03 after Owner has received the Commercial Operation Payment, then Owner shall promptly refund a pro rata amount equal to (a) the total of the Commercial Operation Payment reflecting the number of months remaining in the Delivery Period after the effective termination date divided by the total number of months in the Delivery Period, less (b) the Annual Post-Commercial Operation Payment for the then-applicable Contract Year reflecting the number of months completed in such Contract Year up to the effective termination date divided by twelve months.‌months.