Template:EUA Annex (d)(vii): Difference between revisions

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Template:EUA Annex (d)(vii) (view source)

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 ::(A)	determine the {{euaprov|Encumbrance Loss Amount}} arising from that breach either on the date such notice is deemed to be received or as soon as reasonably practicable thereafter; and
 ::(B)	shall notify {{euaprov|Delivering Party}} of such {{euaprov|Encumbrance Loss Amount}} due, including detailed support for its calculation.
-{{euaprov|Receiving Party}} is not required to enter into replacement transactions in order to determine the {{euaprov|Encumbrance Loss Amount}}.
+:{{euaprov|Receiving Party}} is not required to enter into replacement transactions in order to determine the {{euaprov|Encumbrance Loss Amount}}.
 :(3)	By no later than the third (3rd) Business Day after the later of (i) receipt of a valid invoice in connection with such {{euaprov|Encumbrance Loss Amount}} and (ii) receipt of the above-mentioned notice including detailed support of {{euaprov|Receiving Party}}’s calculation of the {{euaprov|Encumbrance Loss Amount}}, {{euaprov|Delivering Party}} shall pay the {{euaprov|Encumbrance Loss Amount}} to {{euaprov|Receiving Party}}, which amount shall bear interest at the {{euaprov|Default Rate}}. Upon payment of the {{euaprov|Encumbrance Loss Amount}} by {{euaprov|Delivering Party}}, the parties shall have no further obligations in respect of that {{euaprov|EU Emissions Allowance Transaction}} and that breach. {{euaprov|Receiving Party}} acknowledges that its exclusive remedies in respect of such breach are those set out in this Part(d)(vii)(No Encumbrances).
-:(4)	Where a breach of the {{euaprov|No Encumbrances Obligation}} is caused by the transfer of an {{euaprov|Affected Allowance}}, {{euaprov|Delivering Party}} shall be liable for the {{euaprov|Encumbrance Loss Amount}} if, at the date it first acquired, received or purchased such {{euaprov|Affected Allowance}}, it was not acting [[in good faith]]; otherwise, {{euaprov|Delivering Party}} shall only be liable for the {{euaprov|Encumbrance Loss Amount}} (without prejudice to any other defences available to {{euaprov|Delivering Party}} [[including, but not limited to]], any defences of statutes of limitation or similar), if:
+{{EUA Annex (d)(vii)(4)}}
-::(A)	{{euaprov|Receiving Party}}, whether or not the holder of such {{euaprov|Affected Allowance}}, who is subject to a claim of the {{euaprov|Original Affected Party}}, has, in order to resist or avoid any {{euaprov|Encumbrance Loss Amount}} from arising, used its best endeavours to defend such a claim in respect of that {{euaprov|Affected Allowance}} (including, if available, by relying on Article 40 of the {{euaprov|Registries Regulation}} or any equivalent legal principle under applicable national law) and was unsuccessful (other than for reasons of its own lack of good faith); or
-::(B)	{{euaprov|Receiving Party}}, whether or not the holder of such {{euaprov|Affected Allowance}}, who acted in good faith in respect of its purchase of such {{euaprov|Affected Allowance}} and who is subject to a claim of a third party (other than the {{euaprov|Original Affected Party}}) in respect of that {{euaprov|Affected Allowance}}, has used all reasonable endeavours to mitigate the {{euaprov|Encumbrance Loss Amount}}. <br>