04-13-15 Agenda, Packet & Committee Meeting Notice

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Customer and Arneresco are independent of one another and shall have no tither relationship relating to or arising out of this Agreement. Neither Party shall have or hold itself our as having the right or nithorin to bind or create liability for the other by its intentional or negligent act or omission, or to snake an contract or othcnvise assume any obligation or re sponsibiliq in the name of or on behalf of the other Party. SECTION 28 Nye ligent /Wrongful Acts Neither Party to this Agreement slmall be liable for any negligent or wrongful acts, either of cormnmission or omission, chargeable to the other. "Phis Agreement shall not be construed as seeking to either enlarge or diminish any obligation or duty owed by one Party against the other or against third parties. SECTION 29 Further Documents and Events 'l1me Parties shall execute and deliver all documents and perform all further acts that may be reasonably ne•cessnn to effectuate the provisions of this Agreement. Customer shall execute all documents which may be reasonably required for Arneresco to obtain all licenses, permits and governmental approvals required by amcresco for installation and operation of the li(:M(s). Ameresco's obligations hereunder are also subject to obtaining all such licenses, permits and governmental approvals as arc required to perform its obligations tinder this Agiecmrnt. Customer agrees that Anhcresco shall ]live the right to all environmental, energn, Financial, and electrical - related tax attributes, rights, credits, deductions, benefits and characteristics associated with or,,[rising out of tie trangnctons contemplated bN tliis afa-ecnmcnt or associated withh the 13CAfs or with the cnetgy, capacity• or electrical savings created under this agreement, howsoever created or recognized. Customer shall provide Ameresco all reasonable assistance in perfecting its rights to such attributes, rights, credits, benefits and characteristics. SECTION 30 Third Par-tj Beneficiaries The Parties hereto do not intend to create any rights for, or grant auv reumedies to, aril third party beneficiary of this Agreement. SECTION 31 Notifications of Governmental Action - Occu ational Safety and Health The Parties shall notify each otlhcr as pronhptly -,is is reasonably possible upon becoming aware of an inspection under; or any alleged violation of the Occupatioval Safety- and I Iealth act or any other provision of federal, state or local law, relating in any way to the undertakings of either Pary under This Agreement. SECTION 32 Termination for Convenience Customer shall take all nece•sswk- and finely action during the Term to obtain funds and maintain Appropriations sufficient to satisfy its obligations under this Agreement. The foregoing nottvitbstanding, subsequent to the date of the Delivery and Acceptance Certificate, this Agreement max. be terminated by Customer in accordance with the provisions of this Section 32. Customer sliall provide notice to Alneresco of its election to terminate no later than thirty (30) days in advance of the end of the then current Guarantee Year. *rhe termination shall become effective on the 21