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ORDER NO. PSC -2021 -0252 -PAA -EQ
<br />DOCKET NO. 20210067 -EQ
<br />PAGE 19
<br />Attachment A
<br />I±trct Revfced Sheet No. 9.041
<br />TI.ORTDA POWER & LIGHT CO\TPANY C,aricelc Original Sheet No. 9.041.
<br />(Continued Crain Sheet No..9.040)
<br />13. FPL's Rights in (lie Event of Default
<br />13.1 Upon the oecurreuceofany of the Evmnts o£Aefntdt in Section 12, FPI, may.
<br />(a) terminate this Conntract, uiduont penalty or finiiter obligntion, except. os sot forth 1 1 Section 13.2, by written notice to the QS, and offset.
<br />against any payment(;:) due :from FPI, to the QS, may monies oduenvlse due from the QS to FPI..;
<br />(li) draw on the CompletionlPerfarmance'Security pennant to Section 4 or collect Bre Temuiration Fee Pursuant to Section 10 as
<br />applicable, and.
<br />(c) exercise any other remedycles) which may be Available to FPL at law or in equity.
<br />13.2 In the case of an EventorDefani% the QS recognizes that Any remedy at law maybe inadequate because this Contract is unique
<br />and/orbecause 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 naives all ofits rights to Assert as a defense to such action that FPL's remodymt low is ndequate.
<br />13.3 Termination shell not affect the liability of either tarty for obligations Arising Prior to such termination or for damages, if any,
<br />resulting from any breach ofthis Contract.
<br />14. Ind emniricationfLim Its
<br />14.1 FPL and the QS shall each be. responsible for its own' facifities. FPL 'and due QS shall each be responsible for ensuring, adequate
<br />safeguards for other FPL customers, FPI, s and the QS's personnel and egtgpment, and for due protection of its own generating system. Subject to
<br />sectiaa.2.7 Indemnity to C,oropany, or section 2.71 Indemnity to Company - Governmental, FPL's General Rules and Reguiatiams.of Tariff Sheet
<br />N6:6:020 each party (the "[ndernnifyinq Party') Agrees, to the extent pennitted:by Applicable law, to indemnify, pay, defend, and hold harmless the
<br />other Party (the "Indemnifying Panty') and its officers, directers, employees, agents and contractors (hereinafter called respectively, "FPL Entities"
<br />and "QS Eniities') from mrd Against, Any mid All claims, demands, costs; or expenses for'loss, damage, or injury to persons or, property of the
<br />Indemnified Party (or to third,partict) caused by, Arising out of, or resulting from: (a) n breach by the IndcinniI)ing Party of its coveiinnts,
<br />representations, and warranties or obligations liercvndix; (b) any act or omission by the hndexmuif)itug Pavy or .its coutractm, Agents, servants or
<br />employees in connection with Ute installation or operation of its generation system or the operation 0uereof in connection with the other Party's
<br />system; (c) any defect in, failure of, or.fnuilt related to, the Tndemnif)'ing Party's generation systema; (d) lire itegligena or willfid misconduct of the
<br />Indemnifying Party or its contractors, agents, servants or employees; or (e) any other event, act or incident, including the transmission and use of
<br />electricity, that is the result of, or proximately caused by; theeindemm Eying Party or its contractors,, agents, servmns or employee',
<br />14.2 Payment by an Indemnified Party will not be a condition precedent to the obligations of the lndemnif)in¢ Party under Section 34. No
<br />Indemnified Party under Section 14 shall settle any claim fornhich it claims indemnification hereunder withont first allowing the indemnifying Party
<br />the right to defend suds a claim. The hndcmnifyirg Party shall have no obligations under Scction.14 in the event ofa breach of the foregoing sentence
<br />by the Indemnified Party. Section 14 shall survive terntination of this Agreement.
<br />14.3 Limitation on Cxmsequentinl, incidental and.lndirect r}untges. TO THE FULLF,ST EXTENT PERMITTED BY LAW, NEITHER THE
<br />QS NOR FPI„ NOR THEIR RFSPECiiVE OiFICERS, DIRECTORS; AGENTS., EMPLOYEES, MEMBERS, PARENTS, SUBSIDIARIES OR.
<br />AFFILIATES, SUCCESSORS OR ASSIGNS; OR ITIEIR RE3SPE?<'IIVE OFFICERS, DiRECTORS, AGENTS, rkll' .GYEES, MEMBERS,
<br />PARENTS, SUBSIDIARIES OR AFFILIATES, SUCCESSORS OR ASSIGNS, SHALL BE LIABLE TO 714E OTHER PARTY OR THEIR
<br />RESPECTIVE OFFICERS,, DIRECfORS,AGENIS, EMPLOYEES,'MEMBERS, PARENTIS, SUBSIDIARIES OR AFFILIATES, SUCCESSORS
<br />SSSORS
<br />OR ASSIGNS, POR CLAIMS, SUITS, ACTIONS OR CAUSES OF ACTION FOR INCIDENTAL. INDIRECI'„ SPECIAL, PUNITIVE,
<br />MULTIPLE OR CONSEQUENT AL DAMAGES CONNECTED WITH OR RESUMNO FROM PERFORMANCE OR NON-PERFORMANCE
<br />OF THiS CONTRACT, OR ANY ACTIONS UNDERTAKEN IN CONNECTION WITH OR RELATED TO THISCONTRACT, INCLUDING
<br />WITHOUT LIMITATION, ANY SUCH DAMAGES WHICIi ARE BASED UPON CAUSES OF ACTION .FOR BREACH OF ,CONTRACT;
<br />TORT (INCLUDING NEGLIGENCE AND MISREPRESENTATION), BREACH OF WARRANTY, .STRICT LIABILITY; 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 EFRFUNDER 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 GONSTffUTE A REASONABLE APPROXIMATION OF THE ANTICIPATEDHARM OR LOSS. IF
<br />NO REMEDY OR MEASURE OF DAMAGES IS .EXPRESSLY PROVIDED HEREIN, THE OBLIGOR'S LIABILITY SHALL BE LIMITED TO
<br />.DIRECT DAMAGES ONLY, AND SUCH DIRECT DAMAGES SHALL BE THE SOLE AND EXCLUSIVE MEASURE OF DAMAGES AND
<br />:(Continued on Sheet No. 9.041)
<br />Issued bv: S. F. Roinig,.Dlrector, Rates:and Tariffs
<br />Effective: June -15,2013
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