Common use of Good Faith and Commercially Reasonable Manner Clause in Contracts

Good Faith and Commercially Reasonable Manner. Performance of all obligations under this Attachment A, including, but not limited to, all calculations, valuations and determinations made by either Party, will be made in good faith and in a commercially reasonable manner. ATTACHMENT B Form of Guaranty THIS GUARANTY (this “Guaranty”), dated as of ____________________, 20__, is made by _________________ (the “Guarantor”), a ___________ organized and existing under the laws of _________________, in favor of Ameren Illinois Company d/b/a Ameren Illinois (the “Guaranteed Party”), a corporation organized and existing under the laws of the State of Illinois. Terms not defined herein shall have the meanings given to them in the [_______________] dated _______________, 20__ (as amended, modified or extended from time to time, the “Agreement”), between the Guaranteed Party and _______________________, a ___________________ organized and existing under the laws of _______________ (the “Counterparty”). This Guaranty is made by Guarantor in consideration for, and as an inducement for the Guaranteed Party to enter into, the Agreement with the Counterparty. Guarantor, subject to the terms and conditions hereof, hereby unconditionally, irrevocably and absolutely guarantees to the Guaranteed Party the full and prompt payment and performance when due, subject to any applicable grace period, of all payment obligations of the Counterparty to the Guaranteed Party arising out of the Agreement. Without limiting the generality of the foregoing, Xxxxxxxxx further agrees as follows:

Good Faith and Commercially Reasonable Manner. Performance of all obligations under this Attachment AB, including, but not limited to, all calculations, valuations and determinations made by either Party, will be made in good faith and in a commercially reasonable manner. ATTACHMENT B C Form of Guaranty THIS GUARANTY (this “Guaranty”), dated as of ____________________, 20__, is made by _________________ (the “Guarantor”), a ___________ organized and existing under the laws of _________________, in favor of Ameren Illinois Company d/b/a Ameren Illinois (the “Guaranteed Party”), a corporation organized and existing under the laws of the State of Illinois. Terms not defined herein shall have the meanings given to them in the [_______________] dated _______________, 20__ (as amended, modified or extended from time to time, the “Agreement”), between the Guaranteed Party and _______________________, a ___________________ organized and existing under the laws of _______________ (the “Counterparty”). This Guaranty is made by Guarantor in consideration for, and as an inducement for the Guaranteed Party to enter into, the Agreement with the Counterparty. Guarantor, subject to the terms and conditions hereof, hereby unconditionally, irrevocably and absolutely guarantees to the Guaranteed Party the full and prompt payment and performance when due, subject to any applicable grace period, of all payment obligations of the Counterparty to the Guaranteed Party arising out of the Agreement. Without limiting the generality of the foregoing, Xxxxxxxxx Guarantor further agrees as follows:

Good Faith and Commercially Reasonable Manner. Performance of all obligations under this Attachment Exhibit A, including, but not limited to, all calculations, valuations and determinations made by either Party, will be made in good faith and in a commercially reasonable manner. ATTACHMENT Exhibit B Form of Guaranty THIS GUARANTY (this “Guaranty”), dated as of ____________________, 20__, is made by _________________ (the “Guarantor”), a ___________ organized and existing under the laws of _________________, in favor of Ameren Illinois Power Company d/b/a Ameren AmerenIP [or Central Illinois Public Service Company d/b/a AmerenCIPS or Central Illinois Light Company d/b/a AmerenCILCO] (the “Guaranteed Party”), a corporation organized and existing under the laws of the State of Illinois. Terms not defined herein shall have the meanings given to them in the [_______________] dated _______________, 20__ (as amended, modified or extended from time to time, the “Agreement”), between the Guaranteed Party and _______________________, a ___________________ organized and existing under the laws of _______________ (the “Counterparty”). This Guaranty is made by Guarantor in consideration for, and as an inducement for the Guaranteed Party to enter into, the Agreement with the Counterparty. Guarantor, subject to the terms and conditions hereof, hereby unconditionally, irrevocably and absolutely guarantees to the Guaranteed Party the full and prompt payment and performance when due, subject to any applicable grace period, of all payment obligations of the Counterparty to the Guaranteed Party arising out of the Agreement. Without limiting the generality of the foregoing, Xxxxxxxxx Guarantor further agrees as follows: