Fuel Purchase Agreement (Page 7 of 24) in pdf

FLORIDA POWER & LIGHT COMPANY

FUEL OIL PURCHASE CONTRACT

GENERAL TERMS AND CONDITIONS

Invoice Form

7.1.2

All invoices delivered hereunder by the billing Party shall: (i) be properly prepared and presented, mathematically correct, and

with the payment amount accurately calculated in conformance with price terms documented in the applicable Transaction

Confirmation(s), the settlement or claims documentation, or in other appropriate documents or statements, and (ii) include the

billing Party's complete, current, and correct legal entity name, address (if payment is to be made by check) or bank account

information (if payment is to be made by electronic transfer).

Monetary Units

7.1.3

All prices and payments for deliveries of Product purchased hereunder will be in United States Dollars ($) and unit prices for

Product shall be expressed in terms of United States Dollars per Barrel ($/BBL) or United States Dollars per gallon ($/gal), as

the case may be.

Computational Accuracy

7.1.4

All prices, price adjustments, and computations made with respect to payments shall be to the nearest tenth of a cent ($0.001),

with the payment amount being rounded to the nearest cent ($0.01) higher, if the third digit after the decimal is five (5) or

greater, or lower, if the third digit after the decimal is less than five (5). Any intermediate calculations will be made to no more

than four (4) decimal places of accuracy unless specifically defined elsewhere in this Contract or in an applicable Transaction

Confirmation.

All-Inclusive Price

7.1.5

The price payable by BUYER under this Contract and as specified in the applicable Transaction Confirmation(s) shall be

inclusive of all fees, charges, costs, taxes, tariffs, and duties of any nature whatsoever, except for those specifically charged to

BUYER as may be provided for herein or as specifically designated in the applicable Transaction Confirmation(s). All tariffs,

duties or any other charges on the Conveyance or related to transport or delivery of Product shall be borne by SELLER,

including, but not limited to, for Vessel deliveries, those charges incurred for tugs and pilots, mooring masters, booming, other

port costs, and tax on services for cargo transfer.

Product Unit Prices

7.1.6

The Transaction Price whether expressed as a single value, a table of values, or a pricing formula shall be determined at the

time the specific set of Commercial Terms and Conditions of the Transaction are agreed upon by the Parties and shall be clearly

and completely documented on the applicable Transaction Confirmation(s).

Credits to BUYER

7.1.7

All price adjustments, credits, or cost reimbursements which are due to BUYER under this Contract and not otherwise appearing

as a line item deduction on an applicable Product invoice shall be paid by SELLER by wire transfer to BUYER's designated

account, as shall appear on BUYER’s invoice, within fifteen (15) calendar days of receipt by SELLER of BUYER's invoice and

supporting documents.

Late Payments

7.1.8

The Parties shall each make payment to the other when due. If either Party fails to tender payment to the other in accordance

with the terms of this Contract when such payment is due, unless otherwise agreed by the Parties, interest on the unpaid portion

shall accrue from the date due until the date payment is received. The applicable interest rate shall be the lesser of (i) the then-

effective prime rate of interest published under "Money Rates" by the Wall Street Journal plus one and one-half percent (1½%),

or, (ii) the maximum applicable lawful interest rate. In the event The Wall Street Journal is no longer being published, such

other source as the Parties shall mutually agree upon shall be used.

Accounting Audit Rights

7.1.9

The Parties shall comply with Laws and Regulations and prevailing industry standards relating to accounting for payments and

taxes including maintaining suitable forms, books and records. If necessitated by Laws and Regulations, such forms, books and

records relating to performance under this Contract shall be open for inspection by a Party or a third party accounting firm

agreeable to both Parties, upon the requesting Party giving the other Party reasonable Notice.

Establishing SELLER’s Payment Account

7.2

Immediately upon execution of this Contract or upon material change of SELLER's legal entity name, status, or payment account

information, SELLER shall provide BUYER with (i) a properly completed and executed IRS W9 Form for purposes of establishing a

new payment account, and (ii) a properly completed and executed FEDI Agreement if electronic payment is desired. These forms

may be found and accessed on BUYER’s business website specified on the Cover Page.

Payment Obligations of the Parties

7.3

SELLER’s Invoice Obligations

7.3.1

Upon delivery in accordance with this Contract, SELLER shall prepare and deliver an invoice to BUYER for the Delivery

Quantity of Product and all charges or adjustments applicable to each cargo or shipment for which the BUYER is responsible

under this Contract. SELLER shall likewise provide documentation needed by BUYER to support verification of the invoice,

including but not limited to a copy of the Delivery Inspector’s report certifying the volume and quality of the Delivery Quantity.

SELLER shall deliver the invoice and supporting documentation in accordance with the provisions outlined in Section 8 (Notices

and Correspondence) to BUYER at the address specified on the Cover Page of this Contract, as amended from time to time. If

BUYER receives the invoice and supporting documents after 4:30 P.M. Eastern Clock Time, then the immediately following

Business Day shall be deemed to be the date of receipt for purposes of determining payment due date. If an invoice is received

by BUYER prior to full completion of delivery of Product by SELLER, the invoice will be deemed to have been received only

upon full completion of delivery of Product by SELLER. In the event the pricing data needed for calculation of the Transaction

Price is not published or otherwise available within a reasonable time following BUYER’s acceptance of a cargo or shipment of

Product, SELLER may prepare and deliver a provisional invoice calculated to be no more than ninety-five percent (95%) of the

estimated amount of the final invoice where the Transaction Price shall be calculated from currently available published pricing

FPL FOG GTC R20100101.doc

Fuel Purchase Agreement Page 7

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