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Unless otherwise provided in the Feasibility Report, such training shall be conducted with respect to an ECO <br />following the Substantial Completion Date of the ECO. <br />4.3 Implementation Price and Payment. <br />4.3.1 Implementation Price. The Customer shall pay to the Company the Implementation Price <br />set forth in a Feasibility Report for all Implementation Services performed by the Company pursuant to a Customer <br />authorized Implementation Services Authorization Form. The Implementation Price is the full compensation for <br />such Implementation Services and includes all federal, state and local taxes, if any, including sales, use and excise <br />taxes, assessed with respect to the Implementation Services or with respect to the furnishing of equipment and <br />materials thereunder. <br />4.3.2 Implementation Price Payment. Subject to the requirements of the Local Government <br />Prompt Payment Act, within thirty (30) days following the Substantial Completion Date or as otherwise set forth in <br />the draw schedule attached to the Implementation Authorization Form, the Company shall provide an invoice to the <br />Customer for all or any portion of the Implementation Price, in accordance with Section 4.2.5, together with any <br />unpaid Feasibility Study Price for such ECO(s), and the Customer shall be obligated to pay the total of such amounts <br />within thirty (30) days following receipt of the invoice. In the event the Master Agreement is terminated by either <br />Party prior to the Substantial Completion Date, all accrued and unpaid Feasibility Study Price and Implementation <br />Price, including any unpaid interest accrued upon such amounts, shall be paid by the Customer to the Company <br />within thirty (30) days following the Customer's receipt of an invoice therefore. <br />4.3.3 Late Payment. Any overdue payment under Section 4.4 shall bear interest at the Delayed <br />Payment Rate from the date such payment is due until and including the date of payment. <br />4.4 Identification of Energy Savings. As applicable and in accordance with applicable laws, the <br />Company shall set forth appropriate systems and procedures for measuring and verifying the actual energy savings <br />resulting from the Implementation Services of an ECO, which shall be set forth in an applicable Feasibility Report. <br />4.4.1 Energy Savings Guarantee. As set forth in and in accordance with the applicable <br />Implementation Services Authorization Form, the Company has formulated and, subject to the adjustments provided <br />for in Section 4.1.2, has guaranteed the annual level of energy and operations savings to be achieved as a result of <br />the installation and operation of the ECO and provision of Services provided for in this Master Agreement. <br />4.4.2 Annual Review and Reimbursement/Reconciliation. The Company shall provide to the <br />Customer an annual reconciliation of the guaranteed energy cost savings. If at the end of any calendar year during <br />the guarantee period as specified in the applicable Implementation Services Authorization Form, the ECO has failed <br />to achieve the specified annual energy savings guarantee, and, upon written request by the Customer, which shall be <br />given no earlier than the end of such year and no later than forty-five (45) days thereafter, the Company will pay the <br />Customer the difference between the annual amount guaranteed and the amount of actual energy and operations <br />savings achieved at the Location in accordance with the provisions of the applicable Implementation Services <br />Authorization Form. The Company shall remit such payments to the Customer within forty-seven (47) days of <br />written notice by the County of such monies due. When the total energy savings in any one calendar year during the <br />guarantee period exceed the energy savings guarantee as set forth in Implementation Services Authorization Form, <br />and are in addition to those monies due the Company for compensation for Services rendered as set forth in <br />Implementation Services Authorization Form, such excess savings shall first be applied to reimburse the Company <br />for any payment the Company made to Customer to meet the applicable ECO' guarantee for previous years in which <br />the energy savings fell short of the applicable ECO' Energy Savings Guarantee under the terms as set forth in the <br />applicable Implementation Services Authorization Form. Any excess savings not needed to reimburse the Company <br />for prior year shortfalls shall be allocated to the Customer. <br />4.5 Bonds. On or before the Company commences Implementations Services at an ECO, the <br />Company shall provide the Customer a one hundred percent (100%) performance bond and a labor and materials <br />payment bond pursuant to Section 255.05, Florida Statutes, in an aggregate amount of not less than the <br />Implementation Price. The Company's obligations to maintain a performance bond and a labor and materials <br />Page 8 of 20 Rev 08/15/08 <br />