ANY OF THE FOREGOING;
(VI)
UNEXPIRED WARRANTIES, IF ANY, AS OF THE EFFECTIVE TIME FROM THIRD
PERSONS (AND CLAIMS THEREUNDER) WHICH RELATE SPECIFICALLY TO ANY OF THE
PURCHASED ASSETS AND WHICH ARE TRANSFERABLE TO PURCHASER;
(VII)
THE RIGHT OF SELLER TO RECEIVE, TO THE EXTENT TRANSFERABLE, TAX
EXEMPTIONS, TAX CREDITS, TAX REDUCTIONS, TAX REBATES, OR OTHER AMOUNTS FROM A
GOVERNMENTAL AUTHORITY WITH RESPECT TO THE PURCHASED ASSETS, AND ALL PENDING
APPLICATIONS THEREFOR, THAT ARE ATTRIBUTABLE TO THE OWNERSHIP OR OPERATION OF
THE PURCHASED ASSETS AFTER CLOSING;
(VIII)
RIGHTS TO INSURANCE PROCEEDS NOT RECEIVED BEFORE THE EFFECTIVE
TIME
7
RELATING TO ANY INSURED LOSS OF THE PURCHASED ASSETS INCURRED BEFORE THE
EFFECTIVE TIME, LESS ANY COSTS INCURRED BY SELLER OR ANY OF ITS AFFILIATES
BEFORE THE EFFECTIVE TIME IN THE INVESTIGATION OR REPAIR OF DAMAGE FROM ANY SUCH
LOSS;
(IX)
ANY PERMITS OF THE SELLER RELATING TO THE PURCHASED ASSETS, AND
ALL PENDING APPLICATIONS FOR THE ISSUANCE OR RENEWAL OF ANY OF THE SAME, TO THE
EXTENT ANY OF THE SAME ARE TRANSFERABLE OR ASSIGNABLE TO THE PURCHASER;
(X)
ALL EXISTING ALLOWANCES FOR AIR AND WATER EMISSIONS AND ALL
GREENHOUSE GAS, NOX, AND OTHER SIMILAR CREDITS, AND ALL PENDING APPLICATIONS
THEREFOR, RELATING TO THE FACILITY TO THE EXTENT ANY OF THE SAME ARE
TRANSFERABLE OR ASSIGNABLE TO THE PURCHASER; PROVIDED, HOWEVER, THAT THIS
PROVISION IS NOT INTENDED TO APPLY TO UNUSED NOX ALLOWANCES FOR 2005 AND 2006
THAT ARE REMOVED BY THE OHIO EPA FROM THE SELLER'S ACCOUNTS PRIOR TO CLOSING;
(XI)
AT LEAST ONE COPY (IN ITS EXISTING HARD COPY OR ELECTRONIC FORM)
OF EACH OF THE FOLLOWING:
THE OPERATING AND MAINTENANCE RECORDS; MAINTENANCE
PLANS AND SCHEDULES; OPERATING, SAFETY AND MAINTENANCE MANUALS; ENGINEERING
DESIGN PLANS AND SPECIFICATIONS; CONSTRUCTION RECORDS AS TO WHAT WAS BUILT AND
WHERE IT WAS BUILT; BLUEPRINTS AND AS-BUILT DRAWINGS; PROCEDURES; ENVIRONMENTAL
DATA AND REPORTS; GOVERNMENTAL FILINGS; AND INSPECTION AND TEST REPORTS RELATED
TO THE FACILITY OR CONCERNING THE PURCHASED ASSETS, WHETHER OR NOT EXCLUSIVELY
RELATED, THAT ARE IN SELLER'S POSSESSION (SUBJECT TO THE RIGHT OF SELLER TO
REDACT INFORMATION IN SUCH RECORDS THAT IS NOT RELATED TO THE FACILITY AND THE
PURCHASED ASSETS AND TO RETAIN ARCHIVAL COPIES).
THIS IS NOT TO INCLUDE THIRD
PARTY PROPRIETARY ITEMS FOR WHICH CONSENT TO TRANSFER CANNOT BE OBTAINED AS
LISTED ON SCHEDULE IV AND ACCOUNTING RECORDS OF SELLER.
THE FOREGOING IS NOT
INTENDED TO REQUIRE SELLER TO MODIFY OR REFORMAT ANY OF THE INFORMATION PROVIDED
PURSUANT TO THIS SUBPARAGRAPH OR TO SEARCH OR PRODUCE DATABASE OR EMAIL
ARCHIVES, ROUTINE CORRESPONDENCE, SEC OR FERC FILINGS, RECORDS RELAING TO
INTERNAL PROJECT APPROVALS, NEGOTIATIONS WITH CONTRACTORS OR VENDORS, OR ANY
OTHER MATERIALS THAT ARE NOT NECESSARY TO THE FUTURE OWNERSHIP, OPERATION OR
MAINTENANCE OF THE FACILITY OR THE PURCHASED ASSETS.
(XII)
THE SELLER'S RIGHT, TITLE AND INTEREST IN AND TO THE GAS FEEDER
LINE.
"Purchased Contracts" means those contracts described on Schedule 7.06(a)
hereto.
"Purchaser" has the meaning set forth in the first paragraph hereof.
"Purchaser Governmental Approval" shall mean the