Common use of Grant of Security Interest/Remedies Clause in Contracts

Grant of Security Interest/Remedies. (a) To secure its obligations under this Agreement, and until released as provided herein, Seller hereby grants to Buyer a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such Buyer, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxx’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s obligations under the Agreement (Seller remaining liable for any amounts owing to Buyer after such application), subject to Buyer’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a "Pledgor") hereby grants to Buyer the other Party (the "Secured Party") a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the all such Performance Assurance and all cash collateral and cash equivalent collateral Assurance, any Independent Amounts and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral Assurance, Independent Amounts and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer secured party with respect to all any Performance AssuranceAssurance and any Independent Amounts, including any such rights and remedies under law then in effectat law; (ii) exercise its rights right of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all any Performance Assurance and any Independent Amounts then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce SellerPledgor’s obligations under the Agreement (Seller remaining Pledgor shall remain liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyer’s obligation to . The Secured Party shall return any surplus proceeds remaining that remain after such obligations are satisfied in full.. Annex A-1 Credit Support Annex Definitions

Grant of Security Interest/Remedies. (a) To secure its obligations under this Agreement, and until released as provided herein, Seller the SSO Supplier hereby grants to Buyer The Dayton Power and Light Company a present and continuing security interest in, and lien on (and right of setoff against), its right, title and collateral assignment ofinterest, whether now owned or hereafter acquired or arising, in (i) all deposit accounts in the Performance Assurance name of The Dayton Power and Light Company or partially in the name of The Dayton Power and Light Company or held for the benefit of The Dayton Power and Light Company and all cash collateral and cash equivalent collateral and funds credited to any and all of the foregoing, (ii) all securities, instruments (including promissory notes), money (each of the foregoing terms as defined in the UCC), cash and other tangible property delivered to and held by The Dayton Power and Light Company (or its agents or custodians) and (iii) all proceeds resulting therefrom or (as defined in the liquidation thereof, whether now or hereafter held by, on behalf of, or for UCC) of any and all of the benefit of, such Buyer, and each Party foregoing. The SSO Supplier agrees to take such action as the other Party reasonably requires in order required to create and perfect XxxxxThe Dayton Power and Light Company’s first-first priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or at any time after the occurrence or deemed occurrence and during the continuation of an Event of Default where an SSO Supplier is the Defaulting Party or an Early Termination Date, Buyer, if it is Date (whether or not such SSO Supplier was the Non-Defaulting Party), The Dayton Power and Light Company may do any one or more of the followingfollowing in any order: (i) exercise any of the rights and remedies of a Buyer The Dayton Power and Light Company, including the right to set-off and liquidation, against any and all ICR Collateral, Margin Collateral or other collateral of such SSO Supplier in the possession of The Dayton Power and Light Company, whether held in connection with respect to all Performance Assurancethis Agreement or any Other SSO Supply Agreement, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer , free from any claim or right of any nature whatsoever of the Defaulting Party, including such SSO Supplier; and (ii) draw on any equity or right outstanding Letter of purchase or redemption Credit provided by the Defaulting Partysuch SSO Supplier. In such an event Buyer shall The Dayton Power and Light Company will apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellersuch SSO Supplier’s obligations obligation under the this Agreement (Seller remaining and under any Other SSO Supply Agreement, and such SSO Supplier shall remain liable for any amounts owing to Buyer The Dayton Power and Light Company after such application), subject to BuyerThe Dayton Power and Light Company’s obligation to return any surplus proceeds remaining after all such obligations are satisfied in full. All notices, demands or requests regarding credit requirements and credit-related security or deposit transfers shall be sent in accordance with Section 13.1.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a “Pledgor”) hereby grants to Buyer the other Party (the “Secured Party”) a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law applicable Law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including including, without limitation, any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Pledgor’s obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.]

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent Seller delivers Project Development Security or Delivery Term Security, and until released as provided hereinapplicable, hereunder in the form of cash, Seller hereby grants to Buyer a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral such Project Development Security or Delivery Term Security and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such Buyer, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Buyer’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it and Buyer is the Non-Defaulting Party, Buyer may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer secured party with respect to all Performance AssuranceProject Development Security or Delivery Term Security, as applicable, including any such rights and remedies under law Law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iviii) liquidate all Performance Assurance Project Development Security or Delivery Term Security, as applicable then held by or for the benefit of Buyer free from any claim or right of any nature whatsoever of Seller except the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Partyto receive surplus proceeds described below in this subsection. In such an event Buyer shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s obligations under the Agreement (Seller remaining liable for any amounts owing to the Buyer after such application), subject to Buyer’s obligation to . Buyer shall return any surplus proceeds from the realization of collateral described in this subsection remaining after such obligations are satisfied in fullfull and shall promptly provide Seller with a written statement explaining in reasonable detail the calculation of such amount and the sources for such calculation.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent Seller delivers the [Project Development Security], and until released Interim Period Security, or Delivery Term Security, as provided hereinapplicable, hereunder, Seller hereby grants to Buyer Buyer, as the secured party, a present and continuing first priority security interest in, and lien on (and right of setoff against), and collateral assignment of, the all such Performance Assurance and all posted with Buyer in the form of cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerXxxxx. Within thirty days of the delivery of the Project Development Security, and each Party Interim Period Security, or Delivery Term Security, as applicable, Seller agrees to take such action as the other Party Buyer reasonably requires in order to perfect Xxxxx’s a first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is as the Non-Defaulting Party, may do any one or more of the following: (ia) exercise any of the rights and remedies of a Buyer secured party with respect to all Performance Assurance[Project Development Security], Interim Period Security, or Delivery Term Security, as applicable, including any such rights and remedies under law the Law then in effect; (iib) exercise its rights of setoff against any and all property of Seller, as the Defaulting Party Party, in the possession of the Non-Defaulting Party Buyer or its Buyer’s agent; (iiic) draw on any outstanding Letter of Credit issued for its benefit; and (ivd) liquidate all Performance Assurance [Project Development Security], Interim Period Security, or Delivery Term Security, as applicable, then held by or for the benefit of Buyer free from any claim or right of any nature whatsoever of the Defaulting PartySeller, including any equity or right of purchase or redemption by the Defaulting PartySeller. In such an event Buyer shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s obligations under the Agreement (Seller remaining liable for any amounts owing to Buyer after such application), subject to the Buyer’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a "Pledgor") hereby grants to Buyer the other Party (the "Secured Party") a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party PPLM agrees to take such action as the other Party reasonably requires in order to perfect Xxxxx’s the Secured Party's first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination DateDefault, Buyer, if it is the Non-Defaulting Party, Party may do any one anyone or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s the Pledgor's obligations under the this Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured PPLM after such application), subject to Buyer’s the Secured Party's obligation to return any surplus proceeds remaining after such obligations are satisfied in full".

Grant of Security Interest/Remedies. (a) To secure its obligations under this Agreement, Agreement and until released as provided hereinto the extent Seller delivers Performance Assurance hereunder, Seller hereby grants to Buyer a present and continuing first priority security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such Buyer, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxx’s the Buyer's first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon Upon, or at any time after the occurrence or deemed occurrence and during the continuation of of, an Event of Default by Seller, or an Early a Termination DateDate as a result thereof or in connection with a claim by Buyer for indemnification under Article XIII, Buyeror as otherwise provided in this Agreement, if it is the Non-Defaulting Party, Buyer may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer secured party with respect to all Performance Assurance, including any such legal rights and remedies under law then in effect; (ii) exercise its rights of setoff against such collateral and any and all property of proceeds resulting therefrom or from the Defaulting Party in the possession of the Non-Defaulting Party or its agentliquidation thereof; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all or any portion of any Performance Assurance then held by or for the benefit of Buyer free from any claim or right of any nature whatsoever of the Defaulting PartySeller, including any equity or right of purchase or redemption by the Defaulting PartySeller. In such an event Buyer shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce the Seller’s 's obligations under the Agreement (Seller remaining liable for any amounts owing to Buyer after such application), subject to Buyer’s 's obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a "Pledgor") hereby grants to Buyer the other Party (the "Secured Party") a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Pledgor’s obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Credit Support hereunder, and until released as provided herein, Seller each Party (a “Pledgor”) hereby grants to Buyer the other Party (the “Secured Party”) a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon TPS’s receipt of settlement payments from CAISO, the settlement payments shall be deemed Credit Support posted by Customer until disbursed to Customer by TPS under Section 7.2. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination DateDefault, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance AssuranceCredit Support, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance Credit Support then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Pledgor’s obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. Section 8.3 is deleted and replaced with the following provision: To the extent a Party delivers (aeach such delivering party, a "Pledgor") To secure its Performance Assurance hereunder in the form of cash or cash equivalent to the other Party (each such other Party, a "Secured Party"), such Pledgor hereby grants, pledges and assigns to such Secured Party, as security for the payment and performance of such Pledgor's obligations owing to the Secured Party under this Agreement, and until released as provided herein, Seller hereby grants to Buyer a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all such cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party such Plegor agrees to take such action as the other such Secured Party reasonably requires in order to perfect Xxxxxsuch Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party that is a Secured Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party that is a Pledgor in the possession of the Non-Defaulting Party that is a Secured Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Non-Defaulting Party that is a Secured Party free from any claim or right of any nature whatsoever of the Defaulting PartyParty that is a Pledgor, including any equity or right of purchase or redemption by the Defaulting PartyParty that is a Pledgor . In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Pledgor’s obligations under the this Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return to the Pledgor any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under ----------------------------------- this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a "Pledgor") hereby grants to Buyer the other Party (the "Secured Party") a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxx’s first-the Secured Party's first- priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Non- Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s the Pledgor's obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyer’s the Secured Party's obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this Agreementthe Contract, and until released to the extent it delivers Performance Assurance hereunder as provided hereinthe Providing Party, Seller each Party hereby grants to Buyer the Requesting Party, as secured party, a present and continuing security interest in, and lien on (on, and right of setoff against), and collateral assignment of, the all Performance Assurance and all cash collateral and cash equivalent collateral in the form of cash, and any and all proceeds resulting therefrom therefrom, held by or the liquidation thereof, whether now or hereafter held by, on behalf of, or for of the benefit of, such Buyer, and each Requesting Party. The Providing Party agrees to take such further action as the other Requesting Party may reasonably requires require in order to perfect Xxxxxperfect, maintain, and protect the Requesting Party’s first-priority security interest in, and lien on (and right of setoff against), in such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereofcollateral. Upon or any time after the occurrence or deemed occurrence and during the continuation continuance of an Event of Default or an Early Termination Date, Buyer, if it is with respect to the Non-Defaulting Providing Party, the Requesting Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer secured party under applicable law with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights right of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agentPerformance Assurance; (iii) draw on any outstanding Letter of Credit issued for its benefit; , and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer Requesting Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Providing Party. In such an event Buyer The Requesting Party shall either apply the proceeds of the collateral Performance Assurance realized upon the exercise of any such rights or remedies to reduce Sellerthe Providing Party’s obligations under the Agreement (Seller remaining Contract, in such order as it elects, and the Providing Party shall remain liable for any amounts owing to Buyer the Requesting Party after such application), subject to Buyerthe Requesting Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full, or hold such proceeds as collateral security for the Providing Party’s obligations under the Contract.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a "Pledgor") hereby grants to Buyer the other Party (the "Secured Party") a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxx’s first-the Secured Party's first priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. thereof Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i1) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Seller’s the Pledgor's obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyer’s the Secured Party's obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance in the form of cash or other collateral (excluding, and until released as provided hereinfor the avoidance of doubt, Seller a letter of credit or a guaranty) hereunder, the Posting Party hereby grants to Buyer the Secured Party a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the all such Performance Assurance and all cash or other collateral and cash equivalent collateral and any or security transferred pursuant to this Agreement and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and or other collateral or security and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence designation or deemed occurrence and during the continuation designation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Performing Party may do any one or more of the following: (ia) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance AssuranceAssurance or other collateral or security posted by the Defaulting Party, including any such rights and remedies under law then in effect; (iib) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Performing Party or its agent; (iiic) draw on any outstanding Letter letter of Credit credit issued for its benefitthe Performing Party’s benefit on behalf of the Defaulting Party; and (ivd) liquidate all Performance Assurance Assurance, collateral or other security posted by the Defaulting Party and then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Posting Party’s obligations under the this Agreement (Seller the Posting Party remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full. Upon or at any time after the designation or deemed designation of an Early Termination Date, the Defaulting Party must return all Performance Assurance transferred to it pursuant to this Agreement and all proceeds resulting therefrom or the liquidation thereof. To the extent that Performance Assurance is not so returned, the Performing Party may: (a) exercise any of the rights and remedies available to a pledgor under Applicable Law with respect to Performance Assurance, collateral or other security posted by the Defaulting Party and held by the Secured Party; (b) exercise any other rights and remedies available under the terms (if any) of the applicable Performance Assurance, collateral or other security; (c) exercise its rights of setoff against the Termination Payment; and (d) to the extent that the Performing Party does not setoff under (c) above, withhold payment of any remaining amounts payable by the Performing Party under this Agreement, up to the value of any remaining Performance Assurance, collateral or other security held by the Defaulting Party, until that Performance Assurance is returned to the Performing Party.

Grant of Security Interest/Remedies. (a) To secure its obligations under this Agreementthe Agreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided hereinunless prohibited by applicable law, Seller each Party (a “Pledgor”) hereby grants to Buyer the other Party (the “Secured Party”) a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer secured party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Pledgor’s obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.

Grant of Security Interest/Remedies. (a) To secure its obligations under this AgreementAgreement and to the extent either or both Parties deliver Performance Assurance hereunder, and until released as provided herein, Seller each Party (a “Pledgor”) hereby grants to Buyer the other Party (the “Secured Party”) a present and continuing security interest in, and lien on (and right of setoff against), and collateral assignment of, the Performance Assurance and all cash collateral and cash equivalent collateral and any and all proceeds resulting therefrom or the liquidation thereof, whether now or hereafter held by, on behalf of, or for the benefit of, such BuyerSecured Party, and each Party agrees to take such action as the other Party reasonably requires in order to perfect Xxxxxthe Secured Party’s first-priority security interest in, and lien on (and right of setoff against), such Performance Assurance and collateral and any and all proceeds resulting therefrom or from the liquidation thereof. Upon or any time after the occurrence or deemed occurrence and during the continuation of an Event of Default or an Early Termination Date, Buyer, if it is the Non-Defaulting Party, Party may do any one or more of the following: (i) exercise any of the rights and remedies of a Buyer Secured Party with respect to all Performance Assurance, including any such rights and remedies under law then in effect; (ii) exercise its rights of setoff against any and all property of the Defaulting Party in the possession of the Non-Defaulting Party or its agent; (iii) draw on any outstanding Letter of Credit issued for its benefit; and (iv) liquidate all Performance Assurance then held by or for the benefit of Buyer the Secured Party free from any claim or right of any nature whatsoever of the Defaulting Party, including any equity or right of purchase or redemption by the Defaulting Party. In such an event Buyer The Secured Party shall apply the proceeds of the collateral realized upon the exercise of any such rights or remedies to reduce Sellerthe Pledgor’s obligations under the Agreement (Seller the Pledgor remaining liable for any amounts owing to Buyer the Secured Party after such application), subject to Buyerthe Secured Party’s obligation to return any surplus proceeds remaining after such obligations are satisfied in full.” If the parties elect as being applicable on the Cover Sheet, the following new Section 8.4 shall be added to Article Eight of the EEI Master Agreement: To secure its obligations under this Agreement, in addition to satisfying any credit terms pursuant to the terms of Section [8.1 or 8.2] to the extent marked applicable, Seller agrees to deliver to Buyer (the “Secured Party”) within thirty (30) days of the date on which all of the conditions precedent set forth in Section are either satisfied or waived, and Seller shall maintain in full force and effect a) until the Commercial Operation Date a [INSERT TYPE OF COLLATERAL] in the amount of $[ ], the form of which shall be determined in [the sole discretion of] [or] [by] Buyer and (b) from the Commercial Operation Date until the end of the Term [INSERT TYPE OF COLLATERAL]in the amount of $[ ], the form of which shall be determined [in the sole discretion of] [or][by] the Buyer. Any such security shall not be deemed a limitation of damages.” (See: D.00-00-000, Appendix A.)