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ORDER NO. PSC -2019 -0265 -PAA -EQ
<br />DOCKET NO. 20190082 -EQ
<br />PAGE 19
<br />FLORIDA POWER & LIGHT COMPANY
<br />Attachment A
<br />First Revised Sheet No. 9.041
<br />Cancels Original Sheet No. 9.041
<br />(Continued from Shat No. 9.040)
<br />13. FPL's Rights in the Event of Default
<br />13.1 Upon the occurrence of any of the Events of Default in Section 12, FPL may:
<br />(a) terminate this Contract, without penalty or fiuther obligation, except as set forth in Section 13.2, by written notice to the QS, and offset
<br />against any payment(,) due from FPL to the QS, any monies otherwise due from the QS to FPL;
<br />(b) draw on the Completion/Pcrfonnance Security pursuant to Section 9 or collect the Termination Fce pursuant to Section 10 as
<br />applicable; and
<br />(c) exercise any other rcmedy(ies) which may be available to FPL at law or in equity,
<br />13.2 In the case of an Event of Default, the QS recognizes that any remedy at law inay be inadequate because this Contract is unique
<br />and/or because the actual damages of FPL may be difficult to reasonably ascertain. Therefore, 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 defense to such action that F1'Us remedy at law is adequate.
<br />13.3 'Termination shall not affect the liability of either party for obligations arising prior to such termination or for damages, if any,
<br />resulting from any breach of this Contract.
<br />14. Indemnification/Limits
<br />14.1 FPL and the QS shall each be responsible for its own facilities. FPL and the QS shall each be responsible for ensuring adequate
<br />safeguards for other FPL customers. FFL's and the QS's personnel 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', General Rules and Regulations of Tariff Sheet
<br />No.6.020 each party (the "Indemnifying Party') agrees, to the extort permitted by applicable law, to 'indemnify, ify, pay, defend, and hold harmless the
<br />.other party (the `Indemnifying Puny") and its officers, directors, employees, agents and Contractors (hereinafter called respectively, "FPL Entities"
<br />and "QS Entities") from and against any and all claims, demands, coats, or expenses for Loss, damage, or injury to persons or property of the
<br />Indemnified Party (or to third parties) cursed by, arising out of or resulting from (a) a breach by the Indemnifying Party of its covenants,
<br />representations, and warranties or obligations hereunder, (b) any act or omission by the Indemnifying Party or its contractors, agents, servants or
<br />employees in connection with the installation or operation of its generation system or the operation thereof in connection with the other Party's
<br />system; (c) any defect in, failure of, or fault related to, the Indemnifying Party's generation ,}sten (d) the negligence or willful misconduct of the
<br />Indemnifying Party or its contractors, agents, servants or employes, or (e) any other event, act or incident, including thc transmission and use of
<br />electricity, that is the result of, or proximately caused by, the 'Indemnifying Party or its contractors, agents, servants or employees.
<br />14.2 Payment by an indemnified Party will not be a condition precedent to the obligations of thc Indemnifying Party under Section 14. No
<br />Indemnified Party under Section 14 shall settle any claim for which' it claims indcmui fication hereunder without first allowing the indemnifying Party
<br />the right to defend such a claim. The Indemnifying Party shall have no obligations under Section 14 in the event of a breach of the foregoing sentence
<br />by the Indemnified Party. Section 14 shall survive termination of this Agreement,
<br />14.3 Limitation on Consequential, Incidental and Indirect Damages. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER THE
<br />QS NOR EPL, NOR THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, MEMBERS, PARENTS, SUBSIDIARIES 011
<br />AFFILIATES, SUCCESSORS OR ASSIGNS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, MEMBERS,
<br />PARENTS, SUBSIDIARIES OR AFFILIATES, SUCCESSORS OR ASSIGNS, SHALL 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 INCIDENTAL, INDIRECT, SPECLAL, PUNITIVE,
<br />MULTIPLE OR CONSEQUENTIAL DAMAGES CONNECTED weal OR RESULTING FROM PERFORMANCE OR NONPERFORMANCE
<br />OF THIS CONTRACT`, OR ANY ACIIONS UNDERTAKEN IN CONNECTION WITH OR RELATED TO THIS CONTRACT, INCLUDING
<br />WITHOUT LIMITATION, ANY SUCH DAMAGES WHICH ARE BASED UPON CAUSE'S OF ACTION FOR BREACH OF CONTRACT,
<br />TORT (INCLUDING" NEGLIGENCE ANI) MISREPRESENTATION), BREACH OF WARRANTY, STRICT LIABILITY, srATtu'1'E
<br />OPERATION OF LAW, UNDER ANY INDEMNITY PROVISION OR ANY OTHER THEORY OF RECOVERY. TO THE EXTENT ANY
<br />DAMAGES REQUIRED TO BF PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE
<br />DIFFICULT 011 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 LL.BILrTY SHALL BE LIMITED TO
<br />DIRECT DAMAGES ONLY, AND SUCI1 DIRECT DAMAGES SHALL 130 TIIE SOLE AND EXCLUSIVE MEASURE OF DAMAGES AND
<br />(Continued on Sheet No. 9.042)
<br />Issued by: S. E. Romig, Director, Rates and Tariffs
<br />Effective: June 25, 2013
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