WITH RESPECT TO ANY MATERIAL CONTRACT (INCLUDING ANY
NOTICE OR OTHER DOCUMENT RELATING TO A FAILURE BY PARTY B OR ANY SUCH SPECIFIED
ENTITY TO PERFORM ANY OF ITS COVENANTS OR OBLIGATIONS UNDER SUCH MATERIAL
CONTRACT);
(D)
NOT LATER THAN THE FIFTH BUSINESS DAY FOLLOWING
THE END OF EACH MONTH, AN UPDATED MONTHLY (I) ACCOUNTS RECEIVABLE AGING REPORT
FOR EACH MONTH DURING THE TERM OF THIS
40
AGREEMENT (WITH AN ESTIMATE OF ASSOCIATED TAXES DUE), (II) CHURN REPORT,
(III) STATEMENT OF ACCRUED UNBILLED ACCOUNTS RECEIVABLE, (IV) ESTIMATED AMOUNT
OF IMBALANCES WITH EDCS AND ISOS, AND (V) AN INFORMATION MATRIX FOR EACH
DESIGNATED JURISDICTION IN WHICH PARTY B OR SUCH SPECIFIED ENTITY IS MARKETING,
WHICH MATRIX WILL SHOW THE NUMBER OF CUSTOMERS, MONTHLY THROUGHPUT, PRICING
STRUCTURE, MARGIN PER UNIT PER PRICING STRUCTURE AND AVERAGE SALES;
(E)
UPON PARTY A'S REQUEST AND IN A MANNER AND
FORMAT DETERMINED BY PARTY A IN ITS SOLE DISCRETION, THE INDIVIDUAL CUSTOMER
DETAIL TRANSACTION HISTORY OF CHARGES AND PAYMENTS TO SUPPORT THE GENERAL LEDGER
AND AGED RECEIVABLES INFORMATION CONTAINED IN ANY FINANCIAL STATEMENTS AND
REPORTS FURNISHED BY PARTY B OR ANY SUCH SPECIFIED ENTITY TO PARTY A;
(F)
UPON PARTY A'S REQUEST, ANY INFORMATION
REQUIRED TO CALCULATE THE COLLATERAL COVERAGE RATIO;
(G)
UPON PARTY A'S REQUEST, ANY INFORMATION
REQUIRED TO CALCULATE THE WEIGHTED AVERAGE TENOR OF ALL OF PARTY B'S AND EACH
SUCH SPECIFIED ENTITY'S COMMODITY OBLIGATIONS;
(H)
NOT LATER THAN THE FIFTH BUSINESS DAY FOLLOWING
THE END OF EACH MONTH, A MONTHLY COMPLIANCE CERTIFICATE IN SUBSTANTIALLY THE
FORM OF EXHIBIT 12(A)(VII)(H) HERETO, OR AS OTHERWISE AGREED BY PARTY A AND
PARTY B;
(I)
NOT LATER THAN THE FIFTH BUSINESS DAY
FOLLOWING THE END OF EACH MONTH, A MONTHLY DATA FILE DOWNLOAD SHOWING THE NAME
OF EACH EDC THAT HAS DELIVERED ENERGY TO PARTY B OR IT'S CUSTOMERS AND A LIST OF
CUSTOMERS (IF ANY) THAT ARE BILLED DIRECTLY BY OR ON BEHALF OF PARTY B; AND
(J)
PROMPTLY FOLLOWING ANY REQUEST THEREFOR,
SUCH OTHER INFORMATION REGARDING THE MATERIAL OPERATIONS, BUSINESS AFFAIRS AND
FINANCIAL CONDITION OF PARTY B OR ANY SPECIFIED ENTITY OF PARTY B AS PARTY A MAY
REASONABLY REQUEST.
(VIII)
ACCOUNTS RECEIVABLE.
(A)
PARTY B SHALL PROVIDE OR CAUSE TO BE PROVIDED
WRITTEN INSTRUCTIONS TO ALL ISOS AND EDCS AND OTHER PAYERS OF ACCOUNTS
RECEIVABLE, WHICH INSTRUCTIONS MAY NOT BE REVOKED WITHOUT THE WRITTEN CONSENT OF
PARTY A, DIRECTING ALL SUCH PAYERS TO CAUSE ANY AND ALL AMOUNTS PAYABLE TO PARTY
B TO BE PAID DIRECTLY INTO A LOCKBOX ACCOUNT.
(B)
PARTY B SHALL TAKE ANY ACTIONS AS MAY BE
REASONABLY REQUESTED BY PARTY A IN ORDER TO ENSURE THAT PARTY A IS SATISFIED
WITH PARTY B'S ACCOUNTS RECEIVABLE AND ARRANGEMENTS WITH CUSTOMERS AND EDCS
INCLUDING PAYMENT DIRECTIONS.
(IX)
COMPLIANCE WITH LAWS.
PARTY B AND EACH
SPECIFIED ENTITY OF PARTY B SHALL COMPLY WITH ALL APPLICABLE LAWS, INCLUDING
ENVIRONMENTAL LAWS, AND SHALL FROM TIME TO TIME OBTAIN AND RENEW, AND SHALL
COMPLY WITH, ALL GOVERNMENTAL APPROVALS AS SHALL NOW OR HEREAFTER BE NECESSARY