3.1 The initial Emissions Baseload has been calculated as at the date of this Agreement using the Methodology and the parties' agreed expectations regarding (i) the likely usage of Energy at the Facilities and (ii) the mix of different types of Energy that will be used. The Emissions Baseload shall not be adjusted from this initial calculation except in accordance with paragraphs 3.2 (Emissions Baseload) or 3.3 (Emissions Baseload) below.
3.2 In the event of a manifest material error in the calculation of the initial Emissions Baseload (whether by application of the Methodology or otherwise), the parties shall agree what the initial Emissions Baseload ought to have been (or in the absence of such agreement refer the same to an independent expert (being an appropriately qualified representative of CIBSE) for recalculation in accordance with the Methodology). Such agreed or determined figure shall replace the initial Emissions Baseload and shall thereafter be adjusted as set out in paragraph 3.3 (Emissions Baseload) below.
3.3 The Emissions Baseload shall be adjusted in accordance with the Methodology as follows and at the following times:
(a) with effect on each anniversary of the [Phase 1 Actual Completion Date]122 until the expiry of the Initial Period, to reflect the actual Energy Consumption; and thereafter
(b) on the expiry of the Initial Period and on each Annual Review Date to reflect:
(i) the Annual Energy Target; and
(ii) the mix of usage of Energy identified in the data for Energy Consumption used to calculate the Baseload (as adjusted from time to time in accordance with paragraph 3.4 (Adjustments to the Annual Energy Target) of Section F of this Part 18 of the Schedule (Payment Mechanism) on each Baseload and Slope Review Date);
(c) following a Qualifying Variation; and/or
(d) pursuant to paragraph 6.6 (Emissions Savings and Excess Emissions); and/or
(e) [on each Annual Review Date for the purposes of the Energy Year ending on the Annual Review Date only, the Emissions Baseload shall be increased by the amount of Energy Consumption which has arisen as a result of the factors listed in paragraph [ ] of Part [33] of the Schedule (Joint Operating Protocol) during the Energy Year ending on the Annual Review Date and which has been raised at the Joint Utilities Management Group during the relevant Energy Year (and, for the avoidance of doubt, the Emissions Baseload will not be so adjusted for the next following Energy Year)].
3.4 Any adjustments to the Emissions Baseload (as agreed or determined) shall apply until the next Baseload and Slope Review Date (subject to subsequent adjustments or recalculations pursuant to this paragraph 3 (Emissions Baseload)).
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122 This Section assumes Phasing in its drafting as it is likely to apply to larger scale Projects