Cover Standard Sample Clauses

Cover Standard. 3.2. The sole and exclusive remedy of the parties in the event of a breach of an obligation to deliver or receive Product shall be recovery of the following: (i) in the event of a breach by Seller on any Day(s), payment by Seller to Buyer in an amount equal to the positive difference, if any, between the purchase price paid by Buyer utilizing the Cover Standard and the Price, adjusted for commercially reasonable differences in transportation costs to or from the Delivery Location(s), multiplied by the difference between the Contract Quantity and the quantity actually delivered by Seller for such Day(s) excluding any quantity for which no replacement is available; or (ii) in the event of a breach by Buyer on any Day(s), payment by Buyer to Seller in the amount equal to the positive difference, if any, between the Price and the price received by Seller utilizing the Cover Standard for the resale of such Product, adjusted for commercially reasonable differences in transportation costs to or from the Delivery Locations(s), multiplied by the difference between the Contract Quantity and the quantity actually received by Buyer for such Day(s) excluding any quantity for which no sale is available; and (iii) in the event that Buyer has used commercially reasonable efforts to replace the Product or Seller has used commercially reasonable efforts to sell the Product to a third party, and no such replacement or sale is available for all or any portion of the Contract Quantity of Product, then in addition to (i) or (ii) above, as applicable, the sole and exclusive remedy of the performing party with respect to the Product not replaced or sold shall be an amount equal to any unfavorable difference between the Price and the Spot Price, adjusted for such transportation to the applicable Delivery Location, multiplied by the quantity of such Product not replaced or sold. Imbalance Charges shall not be recovered under this Section 3.2, but Seller and/or Buyer shall be responsible for Imbalance Charges, if any, as provided in Section 4.3. The amount of such unfavorable difference shall be payable within five Business Days after presentation of the performing party’s invoice, which shall set forth the basis upon which such amount was calculated.
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Cover Standard. 3.2. The sole and exclusive remedy of the parties in the event of a breach of a Firm obligation to deliver or receive Gas shall be recovery of the following: (i) in the event of a breach by Seller on any Day(s), payment by Seller to Buyer in an amount equal to the positive difference, if any, between the purchase price paid by Buyer utilizing the Cover Standard and the Contract Price, adjusted for commercially reasonable differences in transportation costs to or from the Delivery Point(s), multiplied by the difference between the Contract Quantity and the quantity actually delivered by Seller for such Day(s); or (ii) in the event of a breach by Buyer on any Day(s), payment by Buyer to Seller in the amount equal to the positive difference, if any, between the Contract Price and the price received by Seller utilizing the Cover Standard for the resale of such Gas, adjusted for commercially reasonable differences in transportation costs to or from the Delivery Point(s), multiplied by the difference between the Contract Quantity and the quantity actually taken by Buyer for such Day(s); or (iii) in the event that Buyer has used commercially reasonable efforts to replace the Gas or Seller has used commercially reasonable efforts to sell the Gas to a third party, and no such replacement or sale is available, then the sole and exclusive remedy of the performing party shall be any unfavorable difference between the Contract Price and the Spot Price, adjusted for such transportation to the appropriate Delivery Palm, multiplied try the difference between the Contract Quantity and the quantity actually delivered by Seller and received by Buyer for such Day(s). Imbalance Charges shall not be recovered under this Section 3.2, but Seller and/or Buyer shall be responsible for Imbalance Charges, if any, as provided in Section 4.3. The amount of such unfavorable difference shall payable five Business Days after presentation of the performing party's invoice, which shall set forth the basis upon which such amount was calculated.
Sample 1
Cover Standard. 3.2. The sole and exclusive remedy of the parties in the event of a breach of a Firm obligation44 shall be recovery of the following: (i) in the event of a breach by Seller on any Day(s), payment by Seller to Buyer in an amount equal to the positive difference, if any, between the purchase price paid by Buyer utilizing the Cover Standard for replacement Gas or alternative fuels4546 and the Contract Price, adjusted for commercially reasonable differences in transportation costs to or from the Delivery Point(s), multiplied by the difference between the Contract Quantity and the quantity actually delivered by Seller for such Day(s); or (ii) in the event of a breach by Buyer on any Day(s), payment by Buyer to Seller in the amount equal to the positive difference, if any, between the Contract Price and the price received by Seller utilizing the Cover Standard for the resale of such Gas, adjusted for commercially reasonable differences in transportation costs to or from the Delivery Point(s), multiplied by the difference between the Contract Quantity and the quantity actually taken by Buyer for such Day(s)47; or (iii) in the event that Buyer has used commercially reasonable efforts to replace the Gas or Seller has used commercially reasonable efforts to sell the Gas to a third party, and no such replacement or sale is available, then the sole and exclusive remedy of the performing party shall be any unfavorable difference between the Contract Price and the Spot Price, adjusted for such transportation to the applicable Delivery Point, multiplied by the difference between the Contract Quantity and the quantity actually delivered by Seller and received by Buyer for such Day(s). Imbalance Charges shall not be recovered under this Section 3.2, but Seller and/or Buyer shall be responsible for Imbalance Charges, if any, as provided in Section 4.3. 42 Sempra: [2] No statement as to when non-performance damages are to be paid.
Sample 1

Related to Cover Standard

  • LISTING RULES IMPLICATIONS As (i) the ultimate beneficial owner of both Xxxxxx Xxxxxxxxx and Gaoxin is the same i.e. Yancheng City Dafeng District People’s Government（ 鹽城市大豐區人民政府）; and (ii) the transactions contemplated under the Reverse Factoring Agreements were completed within a 12-month period, the transaction contemplated under the Gaoxin Reverse Factoring Agreement is required to be aggregated with the transaction under the Dafeng Reverse Factoring Agreement pursuant to Rule 14.22 of the Listing Rules. As the highest applicable percentage ratio as calculated under Rule 14.07 of Listing Rules in relation to the Reverse Factoring Agreements is more than 25% but less than 100%, the entering into the Reverse Factoring Agreements constitutes a major transaction for the Company under the Listing Rules and is subject to the reporting, announcement, circular and Shareholders’ approval requirements under Chapter 14 of the Listing Rules. WRITTEN SHAREHOLDER’S APPROVAL Pursuant to Rule 14.44 of the Listing Rules, Shareholders’ approval of the Reverse Factoring Agreements may be given by way of written Shareholders’ approval in lieu of holding a general meeting if (i) no Shareholder is required to abstain from voting if the Company were to convene a general meeting for the approval of the Reverse Factoring Agreements and the transactions contemplated thereunder; and (ii) the written Shareholders’ approval has been obtained from a Shareholder or a closely allied group of Shareholders who together hold more than 50% of the issued share capital of the Company giving the right to attend and vote at that general meeting to approve the Reverse Factoring Agreements and the transactions contemplated thereunder. To the best of the Directors’ knowledge, information and belief, and after having made all reasonable enquiries, no Shareholder is required to abstain from voting if the Company were to convene a general meeting for approving the Reverse Factoring Agreements and the transactions contemplated thereunder. As of the date of the announcement, Yue Da Capital (HK) Limited, holding 600,000,000 Shares, representing 51.34% of the issued share capital of the Company, has provided written shareholder’s approvals on the Reverse Factoring Agreements and the transactions contemplated thereunder. As such, no general meeting will be convened for approving the Reverse Factoring Agreements and the transactions contemplated thereunder pursuant to Rule 14.44 of the Listing Rules. A circular containing, among other things, details of the Reverse Factoring Agreements and other information as required under the Listing Rules, is expected to be despatched to the Shareholders on or before 26 July 2023. REVERSE FACTORING AGREEMENTS Reference is made to the discloseable transaction announcement of the Company dated 28 December 2022 in relation to the Dafeng Reverse Factoring Agreement. The Board hereby announces that on 5 July 2023, Yueda Commercial Factoring, an indirect wholly owned subsidiary of the Company, entered into the Gaoxin Reverse Factoring Agreement, pursuant to which Yueda Commercial Factoring agreed to provide Accounts Receivable Services and granted reverse revolving factoring financing credit limits to Gaoxin and Gaoxin is entitled to apply for accounts receivables transfer and factoring services. If Gaoxin needs financing facility from Yueda Commercial Factoring, it will make an application for factoring services. If the credit assessment is to the satisfaction of Yueda Commercial Factoring, Yueda Commercial Factoring will grant the factoring financing within the reverse revolving credit limit. The principal terms of the Gaoxin Reverse Factoring Agreement entered into between the Company and Gaoxin are set out below: Gaoxin Reverse Factoring Agreement

  • Design Criteria and Standards All PROJECTS/SERVICES shall be performed in accordance with instructions, criteria and standards set forth by the DIRECTOR.

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