Extract to table

The operative word "provided that" introduces two express conditions precedent that must be satisfied before CPI is entitled to collect surcharges from Nexford

Second, the surcharge components must be calculated in accordance with the methodology set forth in Exhibit C

Both must be met for CPI to trigger the contractual right to collect a surcharge for any given month

Under Exhibit C, surcharges must be calculated using two published indices: (a) The Ferrous Scrap Index, as reported by Bramwell Industries ("Platts/SPI")

The provision states: "In no event shall the aggregate monthly surcharge exceed 12% of the applicable Base Price for the relevant product category without prior written consent of Buyer

The provision uses the phrase "prior written consent," indicating that the consent must be obtained before the surcharge is imposed — not after the fact and not through course of dealing or implied acquiescence