Template:EUA Annex (d)(i)(5): Difference between revisions

:(A) '''Notification of {{euaprov|Suspension Event}}''': Upon the occurrence of a {{euaprov|Suspension Event}}, the party affected by the {{euaprov|Suspension Event}} shall, as soon as reasonably practicable, notify the other party in writing of the commencement of the {{euaprov|Suspension Event}}.  To the extent available to the party affected by the {{euaprov|Suspension Event}}, it shall also provide details of the {{euaprov|Suspension Event}} including a non-binding estimate of the duration of its inability to perform its obligations due to the {{euaprov|Suspension Event}}.

:(B) '''Effect of {{euaprov|Suspension Event}}''': Where a {{euaprov|Suspension Event}} occurs, the obligations of both parties which would otherwise be required to be performed with respect to the {{euaprov|EU Emissions Allowance Transaction}}(s) affected by the {{euaprov|Suspension Event}} will be suspended for the duration of the {{euaprov|Suspension Event}} and, subject to Part (d)(i)(5)(D)(Continuing {{euaprov|Suspension Event}}) below, will not be required to be performed until the {{euaprov|Suspension Event}} ceases to exist.

:(C) '''{{euaprov|Suspension Event}} Delayed Performance''': Subject to Part (d)(i)(5)(D)(Continuing {{euaprov|Suspension Event}}) below, upon the {{euaprov|Suspension Event}} ceasing to exist, both parties will be required to resume full performance of their obligations under this Agreement in respect of the relevant {{euaprov|EU Emissions Allowance Transaction}} (including, for the avoidance of doubt, any suspended obligations) as soon as possible but no later than the day that is the earlier of: (i) the tenth {{euaprov|Delivery Business Day}} following the date on which the {{euaprov|Suspension Event}} ceases to exist; and (ii) 3 {{euaprov|Delivery Business Day}}s prior to the {{euaprov|End of Phase Reconciliation Deadline}} (the “{{euaprov|Delayed Delivery Date}}”).

In the event that the {{euaprov|Allowances to be Delivered}} are delivered to {{euaprov|Receiving Party}} on or before the {{euaprov|Delayed Delivery Date}} following the occurrence of a {{euaprov|Suspension Event}} as contemplated by Part (d)(i)(5)(B)(Effect of a {{euaprov|Suspension Event}}) above, {{euaprov|Receiving Party}} agrees to pay {{euaprov|Delivering Party}} on the {{euaprov|Delayed Payment Date}}:

:(D) Continuing {{euaprov|Suspension Event}}: Where:

::(I) a {{euaprov|Suspension Event}} continues to exist on the {{euaprov|Long-Stop Date}}, then an [Additional Termination Event]/[Illegality]  shall be deemed to have occurred in respect of which the relevant {{euaprov|EU Emissions Allowance Transaction}} is the sole Affected Transaction [,]/[and] both parties are Affected Parties [and no Waiting Period will apply].  The parties agree that the {{euaprov|Long-Stop Date}} will be the Early Termination Date for the purposes of the relevant {{euaprov|EU Emissions Allowance Transaction}}.  For purposes of determining any amount payable under Section 6(e) in respect of that Early Termination Date, it will be deemed that the parties had no further delivery or payment obligations in respect of the {{euaprov|EU Emissions Allowance Transaction}} after the occurrence of the {{euaprov|Suspension Event}} (other than in respect of any payment due by one party in connection with delivery obligations already performed by the other party); provided, however, that (i) {{euaprov|Delivering Party}} shall promptly refund to {{euaprov|Receiving Party}} any amount that may have been paid by {{euaprov|Receiving Party}} in respect of the {{euaprov|EU Emissions Allowance Transaction}} that is an {{euaprov|Allowance Forward Transaction}} or a Call and (ii) {{euaprov|Receiving Party}} shall promptly refund to {{euaprov|Delivering Party}} any amount that may have been paid by {{euaprov|Delivering Party}} in respect of an {{euaprov|EU Emissions Allowance Transaction}} that is a Put (in each case, other than in respect of delivered Allowances) together with interest on that amount in the same currency as that amount for the period from (and including) the date that amount was paid to (but excluding) the date of termination of such {{euaprov|EU Emissions Allowance Transaction}}, at the rate certified by the party required to refund the amount to be a rate offered to such party by a major bank in a relevant interbank market for overnight deposits in the applicable currency, such bank to be selected in good faith by that party for purposes of obtaining a representative rate that will reasonably reflect conditions prevailing at the time in the relevant market.<br>