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Docket No. 170077 -EQ
<br />Date: June 29, 2017
<br />First Revised Shea No. 9.041
<br />FLORIDA POWER & LIGHT COMPANY Cancels Original Sheet No. 9.041
<br />Attachment A
<br />Page 14 of 42
<br />(Continued from Sleet Na 9.040)
<br />13. FPL's Rights In the Event of Default
<br />13.1 Upon the ooar atoc ofany of the Events of Default in Section 12, FPL may.
<br />(o) terminate this ControcI4,without penalty or further obligation, except os $et forth In Section 132, by written notice to the QS, and offset
<br />against any paymen(s) due frau FPL to the QS, any monies otherwise due from the QS to FPL;
<br />(b) draw on the Comptction/Perfornonce Security pursuant to Section 9 or collect the Temnnation Fm pursuaet to Section 10 as
<br />applicable- and
<br />(c) exercise any other remedy(ics) which may be available to FPL at low or in equity.
<br />132 In the ease of an Event of Default, the QS teooFtim that any rcnedy.at law may be inndegimte because this Contract is umgao
<br />and/or becauso the actual damages of FPL may be difficult to reasonably ascertain. Thorofare, the QS agrees that FPL shall be entitled to pursue an
<br />action for specific performance, and the QS waives all of its rights to assert as a defrnae to such action that FPL's remedy at law is adequate.
<br />133 Termination shall not affect the liability of either party for obligations mismg prior to such termination or for damages, if any,
<br />resiting, from arty broacb of this Contract.
<br />14. . Indemnlfleador/LImits
<br />14.1 FPL and the QS shall each be responsible fm its own facilities. FPL and she QS shall each be responsible for ensuring adequate
<br />safeguards for ether FPL customers. FPUs and the QS's persomd and equipment, and for the protection of its own generating system. Subject to
<br />section 2.7 Indemnity to Company. or section 2.71 indemnity to Company — Governmental, FPL:'s General Rules and Regulations of Tariff Shoot
<br />No.6.020 each party (the "Indeami4ing Party") agrees, to the event permitted by applicable taw, to indemnify, pay, defend, and bold harmless the
<br />other party Rhe "Indemnifying Pmty'7 and its ofLars, direetom, employees, agents and contractors (hrndnatter called respectively. 17L Entities"
<br />and "QS Entities') from and against any and all claims, demands, costs, or expenses for loss, damage, to Nary to persons or property of the
<br />Indemnified Party (or to third parties) caused by, arising out oC or resulting from: (a) a breach by the Indeomifying Party of its eomtiramrts,
<br />mpresattn ions, and warranties or obligations laaemder, (b) any act of emission by the Indemnifying Poly at its contractors, agm% servants or
<br />employees in connection with the installation or operation of its generation system or the operation thereof in connection with the other Parry's
<br />system: (c) any defect in, failure of, of fault related to. the Indcami4ing Pony's generation system: (d) the negligence at willful misconduct of the
<br />Indemnifying Party or its contractors, agents, servants or employees: or (e) any other event, act or incident, including the transmission road use of
<br />electricity, that is the ravlt of, or proximately caused by, the Indemnifying Perry or its contractors, agents, servants oremployees.
<br />14.2 Payment by an Indemnified Party will not be a andition precedent to the obligations of the Indemnifying Parry under Section 14. No
<br />Indemnified Parry under Section 14 shall settle any claim for which it claims indemnification, hereunder without first allowing the Isndamifying Patty
<br />the right to defend such a claim. The Indemnifying Parry shall have no obligations under Section 14 in the omit ore breach of tho foregoing sentence
<br />by the Indenmifred Party. Section 14 shall survive termination of this Agreement.
<br />143 Llmi)ation on Consequential, Incidental and Indirect Damages. TO THE FULLEST EXTENT PERMITTED BYLAW, NEITHER THE
<br />QS NOR FPL. NOR THOR RESPECTIVE 0Ff7CERS, DIRECTORS. AOLwrs. t•T(PLOYEFS, MhWBERS. PARENTS, SUBSIDIARIES OR
<br />AFFILIATES. SUCCESSORS OR ASSIGNS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS. AGENTS. EMPLOYEES, MEMBERS.
<br />PARENTS, SUBSIDIARIES OR AFFILIATES, SUCCESSORS OR ASSIGNS, SHAD- BE LIABLE TO THE OTHER PARTY OR THEIR
<br />RESPECTIVE OFFICERS, DIRECTORS, AGENTS EMPLOYEES, MEMBERS. PARENTS, SUBSIDIARIES OR AFFILIATES, SUCCESSORS
<br />OR ASSIGNS. FOR CLAIMS. SUITS, ACTIONS OR CAUSES OF ACTION FOR INCIDI2NT'AL, INDIRECT. SPECIAL, PUNITIVE•,
<br />MULTIPLE OR CONSEQUENTIAL DAMAGES CONNECTED WITH OR RESULTING FROM PERFORMANCE OR NON-PERFORMANCE
<br />OF THIS CONTRACT. OR ANY ACTIONS UNDERTAKEN IN CONNECTION WITH OR RELATED TO THIS CONTRACT. INCLUDING
<br />WITHOUT LIMITATION. ANY SUCH DAMAGES WHICH ARE BASED UPON CAUSES OF ACTION FOR BREACH OF CONTRACT.
<br />TORT MM.UDING NF.OI.IOFNCE AND MISREPRESENTATION). BREACH OF WARRANTY, STRICT IJABILITY, STATUTE
<br />OPERATION OF. LAW. UNDER ANY INDEMNITY PROVISION OR ANY OTHER THEORY OF RECOVERY. TO THE EXTENT ANY
<br />DAMAGES REQUIRED TO BE -PAID HEREUNDER ARE LIQUIDATED. THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE
<br />DIFFICULT OR IMPOSSIBLE TO DETERMINE, THAT OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT, AND
<br />THAT THE LIQUIDATED DAMAGES CONSTITUTE A REASONABLE APPROXIMATION OF THE ANTICIPATED HARM OR LOSS. IF
<br />NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN. THE OBLIGOR'S LL4BHM SHALL BE LIMITED TO
<br />DIRECT DAMAGES ONLY. AND SUCH DIRECT DAMAOES SHALL BE THE SOLE AND EXCLUSIVE MEASURE OF DAMAGES AND
<br />(Continued on Shed No, 9.042)
<br />Issued by: & E. Romig, Director, Rates and Tariffs
<br />EffedWe: June 25, 2013
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