eei/wspp standardized master power contracts comparison chart

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EEI Provision Corresponding WSPP Provision Analysis/Comments Seller in reselling such Product and (ii) additional transmission charges, if any, reasonably incurred by Seller in delivering such Product to the third party purchasers, or at Seller’s option, the market price at the Delivery Point for such Product not received as determined by Seller in a commercially reasonable manner; provided, however, in no event shall such price include any penalties, ratcheted demand or similar charges, nor shall Seller be required to utilize or change its utilization of its owned or controlled assets, including contractual assets, or market positions to minimize Buyer’s liability. Article 5: Events of Default; Remedies Events of Default 5.1 Failure to make Payment EEI 5.1(a) - Includes a three (3) Business Day cure period after receipt of written notice for failure to make any payment when due. weq_msa022403w2.doc Section 21.3 further provides for mitigation of damages and dispute resolution. Events of Default 22.1 Failure to make Payment WSPP 22.1(a) - Includes a two (2) Business Day cure period after receipt of written notice for failure to make any payment when due. Written notice is to be provided by the Non-Defaulting Party and sent by facsimile or overnight delivery. 8 For Discussion Purposes Only Generally, the EEI permits a three (3) Business Day cure period after receipt of written notice should an Event of Default occur; whereas, the WSPP permits a two (2) to five (5) Business Day cure period for Events of Default. EEI - 3 day cure period WSPP - 2 day cure period
EEI Provision Corresponding WSPP Provision Analysis/Comments Representation or Warranty Representation or Warranty EEI 5.1(b) - Default occurs when a Party’s representation or warranty is materially false or misleading when made or when deemed made or repeated. No cure period. Breach of Covenant EEI 5.1(c) - Includes a three (3) day cure period after receipt of written notice for failure to perform any material covenant or obligation under the agreement (except to the extent constituting a separate Event of Default, and except for such Party’s obligations to deliver or receive the Product, the exclusive remedy for which is provided in Article Four). Bankruptcy EEI 5.1(d) – Default occurs if a Party becomes bankrupt. weq_msa022403w2.doc WSPP 22.1(b) - Unlike the EEI which does not indicate a cure period for default of representation or warranty, the WSPP provides for a five (5) Business Day cure period after receipt of written notice for failure to have made accurate representations and warranties or to provide clear and good title. Breach of Covenant The WSPP has no corresponding provision. Bankruptcy WSPP 22.1(c) - Default occurs if a Party is subject to a bankruptcy or insolvency proceeding that affects the creditor’s rights 9 EEI - no cure period WSPP - 5 day cure period For Discussion Purposes Only WSPP participants would require adequate assurance of performance in the event of a covenant breach, but would be subject to the 3 day cure period under Section 27. Both provisions are very similar except that the EEI includes the general inability to pay debts as they become due; whereas, the WSPP only applies to proceedings.
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