Page:United States Statutes at Large Volume 92 Part 3.djvu/705

 PUBLIC LAW 95-620—NOV. 9, 1978

92 STAT. 3337

fer, the Commission may, a t the request of both such persons, prescribe the amount of, o r method of determining, such consideration. Upon Agency hearing, the request of either such person, the Commission shall make such determination on the record, after an opportunity for agency hearing. I n any such latter case, the determination of the Commission shall be binding upon the party requesting that such determination be made on the record of the agency hearing. The consideration prescribed by the Commission shall not exceed the maximum consideration permitted as just compensation under this section. I n prescribing the amount of, or method of determining, consideration under this paragraph, to the maximum extent practicable, the Commission shall utilize any liquidated damages provision set forth in the applicable contract, but in no event may the Commission prescribe consideration in excess of the maximum consideration permitted as just compensation under this section. (4) I n the event that the consideration agreed upon under paragraph (2) exceeds the consideration determined by application of the guidelines prescribed by the Commission under paragraph (1), the Commission may approve such agreed-upon consideration if the Commission determines such agreed-upon consideration does not exceed the maximum consideration permitted as just compensation under this section. (5) I f consideration is agreed upon under paragraph (2) and such consideration exceeds the consideration determined by application of the guidelines prescribed under paragraph (1), b u t does not exceed the maximum consideration permitted as just compensation under this section, the Commission may not require a refund of any portion of the agreed-upon consideration paid with respect to deliveries of natural gas occurring prior to the Commission's action under paragraph (4) approving or disapproving such consideration unless the Commission determines— (A) such agreed-upon consideration was fraudulently established; (B) the processing of the request for approval of such agreedupon consideration under paragraph (4) was willfully delayed by a party to the transfer; or (C) such agreed-upon consideration exceeds the maximum consideration permitted as just compensation under this section. (c) RESTRICTIONS ON TRANSFERS UNENFORCEABLE.— (1) Any p r o -

vision of any contract, which prohibits any transfer authorized by subsection (a)(1) or terminates such contract on the basis of such transfer, shall be unenforceable in any court of the United States and in any court of any State. (2) No State may enforce any prohibition on any transfer authorized by subsection (a)(1). (d) CONTRACTUAL OBLIGATIONS UNAFFECTED.—The person acquiring

contractual interests transferred pursuant to subsection (a)(1) shall assume the contractual obligations which the person transferring such contractual interests has under such contract. This subsection shall not relieve the person transferring such contractual interests from any contractual obligation of such person under such contract if such obligation is not performed by the person acquiring such contractual interests. (e) DEFINITIONS. — For purposes of this section— (1) The term "just compensation", when used with respect to any transfer of contractual interests authorized by subsection (a)(1),

39-194 O—80—pt. 3

45: QL3

• '

�