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05 Finance
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Last modified
8/23/2012 9:27:47 AM
Creation date
12/12/2008 1:42:53 PM
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Template:
AGENDA
Item Number
05
AGENDA - Type
MISCELLANEOUS
Description
Electric power contract with CAPP
AGENDA - Date
12/15/2008
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8.5 Audits. Each Party has the right, at its sole expense and during normal working <br />hours, to examine copies of the relevant portions of the records of the other Party to the <br />extent reasonably necessary to verify the accuracy of any invoice, charge or calculation <br />made pursuant to this Contract. If any such examination reveals any inaccuracy in any <br />invoice or calculation, the necessary adjustments in such invoice or calculation, and the <br />payment of any adjustment thereto, shall be paid, with interest at the Interest Rate <br />calculated from the date the overpayment or underpayment was made until paid, by the <br />responsible Party pursuant to the terms of the PPA, the Wrap Contract or the applicable <br />contract between CAPP and Designated Agents. <br />8.6 ERCOT Barred Issue. It is recognized by the Parties that ERCOT has some <br />established time periods for disputing certain matters and the Parties expressly desire to <br />be bound by such periods in their performance under this Contract. Therefare, <br />notwithstanding any provisions in Article 7 of this Contract to the contrary, in the event <br />CAPP is barred from disputing and correcting or adjusting with ERCOT any matter of <br />any nature whatsoever affecting any matter covered by this Contract (an "ERCOT <br />Barred Issue"), then Member shall be barred for all purposes from disputing any portion <br />of any statement, invoice, notice or other matter hereunder to the extent that CAPP is <br />unable to receive adjustment from or dispute such matter with ERCOT because such <br />statement, invoice, notice or other matter is an ERCOT Barred Issue, even if Member's <br />notice is given within the twenty-three (23) months' period set forth in this Article 8. <br />ARTICLE 9 <br />DESIGNATION OF MEMBER'S DELIVERY POINTS <br />9.1 Designation of Member's Delivery Points. Member has designated its initial <br />Member's Delivery Points by identifying the ESI-IDs and providing that information to <br />CAPP's Designated Agent(s). Such Member's Delivery Points are all points of receipt <br />for electric service that are subject to retail choice. Member shall have a continuing <br />obligation to provide CAPP and Designated Agent(s) with an updated listing of ESI-IDs <br />by location and profile type. <br />ARTICLE 10 <br />SECURITY <br />10.1 Security from Facilities Owners. The Facility Owners and Guarantor have <br />agreed under Article 9 of the PPA to provide CAPP a first lien on certain collateral on a <br />pari passu basis with other creditors. Member acknowledges that it has no direct right to <br />enforce the lien, nar does it have any individual interest in the Facilities in the event of <br />foreclosure of the first lien, nor may it exercise remedies available to CAPP under the <br />PPA. To the extent that CAPP shall determine that it is in CAPP's interest to (i) agree to <br />renewals, modifications, amendments, and refinancing of the first lien indebtedness <br />described in the PPA, (ii) exercise or fail to exercise one or more remedies available to it <br />under the PPA, or (iii) terminate or modify the PPA, Member irrevocably appoints the <br />Board of Directors of CAPP as its agent and attorney in fact to enter into agreements <br />26 <br />~ 0 (10(;SY. <br />
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