ACTION IS
BROUGHT.
EACH PARTY SHALL HAVE THE RIGHT TO PROCEED IN ANY COURT OF PROPER
JURISDICTION OR BY SELF-HELP TO EXERCISE OR PROSECUTE THE FOLLOWING REMEDIES:
(A) ALL RIGHTS TO OBTAIN POSSESSION OF PROPERTY; (B) ALL RIGHTS TO FORECLOSE
AGAINST ANY PROPERTY OR OTHER SECURITY BY EXERCISING A POWER OF SALE GRANTED
UNDER THE AGREEMENT OR UNDER APPLICABLE LAW OR BY A JUDICIAL FORECLOSURE AND
SALE; (C) ALL RIGHTS OF SELF-HELP INCLUDING SET-OFF AND PEACEFUL POSSESSION OF
PERSONAL PROPERTY; AND (D) OBTAINING PROVISIONAL OR ANCILLARY REMEDIES INCLUDING
INJUNCTIVE RELIEF, SEQUESTRATION, GARNISHMENT, ATTACHMENT, APPOINTMENT OF A
RECEIVER AND FILING AN INVOLUNTARY BANKRUPTCY PROCEEDING.
PRESERVATION OF THESE
REMEDIES DOES NOT LIMIT THE POWER OF THE ARBITRATORS TO GRANT SIMILAR REMEDIES.
15.10
PRESS RELEASES.
PENDING CLOSING, ALL NOTICES TO THIRD PARTIES AND
ALL OTHER PUBLICITY RELATING TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT
SHALL BE JOINTLY PLANNED, COORDINATED, AND AGREED TO BY PURCHASER AND SELLER,
EXCEPT TO THE EXTENT DISCLOSURES ARE REQUIRED BY LAW.
15.11
U.S. DOLLARS.
ALL AMOUNTS EXPRESSED IN THIS AGREEMENT AND ALL
PAYMENTS REQUIRED BY THIS AGREEMENT ARE IN UNITED STATES DOLLARS.
15.12
SURVIVAL.
ALL REPRESENTATIONS AND WARRANTIES MADE BY ANY PARTY IN
THIS AGREEMENT SHALL BE DEEMED MADE FOR THE PURPOSE OF INDUCING THE OTHER PARTY
TO ENTER INTO THIS AGREEMENT AND SHALL SURVIVE THE CLOSING, SUBJECT TO SECTION
12.02(A) HEREOF.
15.13
NOTICES.
(A)
ALL NOTICES, REQUESTS, DEMANDS AND OTHER
COMMUNICATIONS UNDER THIS AGREEMENT SHALL BE IN WRITING AND DELIVERED IN PERSON
OR BY AIR COURIER, OR SENT BY FACSIMILE OR SENT BY CERTIFIED MAIL, POSTAGE
PREPAID, AND PROPERLY ADDRESSED AS FOLLOWS:
To The Seller:
DPL Energy, LLC
1065 Woodman Drive
Dayton, OH
45432
Fax:
(937) 259-7848
Attention:
Gary G. Stephenson
With Copy To:
Winston & Strawn LLP
1700 K Street, NW
Washington, DC
20006
34
Fax:
(202) 282-5100
Attention:
Gerald P. Farano
To Purchaser:
Buckeye Power, Inc.
6677 Busch Boulevard
Columbus, Ohio 43229
Fax: (614) 846-7108
Attention: Patrick O'Loughlin
With Copy To:
Thompson Hine LLP
10 West Broad St.
Columbus, Ohio 43215
Fax: (614) 469-3361
Attention: Kurt P. Helfrich
(B)
ANY PARTY MAY FROM TIME TO TIME CHANGE ITS ADDRESS FOR THE
PURPOSE OF NOTICES TO THAT PARTY BY A SIMILAR NOTICE SPECIFYING A NEW ADDRESS,
BUT NO SUCH CHANGE SHALL BE DEEMED TO HAVE BEEN GIVEN UNTIL IT IS ACTUALLY
RECEIVED BY THE PARTY SOUGHT TO BE CHARGED WITH ITS CONTENTS.
(C)
ALL NOTICES AND OTHER COMMUNICATIONS REQUIRED OR PERMITTED UNDER
THIS AGREEMENT WHICH ARE ADDRESSED AS PROVIDED IN THIS SECTION 15.13 IF
DELIVERED PERSONALLY OR BY AIR COURIER, SHALL BE EFFECTIVE UPON DELIVERY; IF
SENT BY FACSIMILE, SHALL BE DELIVERED UPON RECEIPT OF PROOF OF TRANSMISSION AND
IF DELIVERED BY MAIL, SHALL BE EFFECTIVE UPON DEPOSIT IN THE UNITED STATES MAIL,
POSTAGE PREPAID.
15.14
NO THIRD PARTY BENEFICIARIES.
THIS AGREEMENT IS SOLELY FOR THE
BENEFIT OF SELLER AND ITS SUCCESSORS AND PERMITTED ASSIGNS WITH RESPECT TO THE
OBLIGATIONS OF PURCHASER UNDER THIS AGREEMENT, AND FOR THE BENEFIT OF PURCHASER
AND ITS SUCCESSORS AND PERMITTED