Emission Allowances. All Emission Allowances, except for allowances which are to be retained by Seller pursuant to Section 2.2(k);
Emission Allowances. (i) Prior to the Closing Date, Seller shall transfer or cause to be transferred into the corresponding account of the Buyers the Acid Rain Allowances as set forth in Section 7.2 of the Seller Disclosure Schedule, including such Acid Rain Allowances needed to offset Seller’s share of emissions with respect to the Facilities under the Emissions Agreement prior to the Closing Date.
Emission Allowances. Buyer and Seller shall take all necessary actions, including executing any required forms or providing appropriate notices to Governmental Authorities, in a timely fashion, to ensure that (i) Buyer will obtain all, or the rights to all, (A) Emission Allowances that are to be transferred to it pursuant to Section 2.1(f) and as set forth on Schedule 2.1(f), including the right to receive such Emission Allowances that are to be allocated or issued by a Governmental Authority in the future, and (B) Excess Emission Allowances that are to be transferred to it pursuant to Section 2.1(g) and as set forth on Schedule 2.1(g) and (ii) Seller will retain or obtain all, or the rights to all, Emission Allowances that are defined as Excluded Assets pursuant to Section 2.2(o), including the right to receive such Emission Allowances that are to be allocated or issued by a Governmental Authority in the future. Buyer and Seller further acknowledge and agree that such actions may be required before, on or after the Closing Date.
Emission Allowances where applicable, the Parties acknowledge that some Provinces or States in the United States and Canada have created cap-and-trade systems pursuant to which Seller may need to acquire greenhouse gas emission allowances (the “Emission Allowances”) to cover the greenhouse gas emissions attributable to the Products sold hereunder, and the Parties acknowledge that other Provinces or States may, from time to time, create similar systems.
Emission Allowances. Notwithstanding anything to the contrary herein, Purchaser and Sellers shall use commercially reasonable efforts, including executing any required forms and providing appropriate notices to Governmental Authorities, in a timely fashion, to ensure that Purchaser will obtain any legally available rights to those Emission Allowances described in Schedule 2.1.1 attached hereto that are to be transferred to it pursuant to Section 2.1.1; provided, however, in no event shall Sellers have any obligation to expend any funds to assure the transfer of such Emission Allowances. Furthermore, Purchaser covenants that Purchaser shall not sell or transfer any Emission Allowances transferred to Purchaser pursuant to this Agreement until such time as Purchaser has satisfied applicable Governmental Authorities that sufficient Emissions Allowances exist in the Facility account to satisfy all Emissions Allowance obligations of the Facility for the year in which the Closing occurs at the time when due.
Emission Allowances. (a) Each Owner shall purchase or otherwise provide Emission Allowances to the Unit 2 Allowance account as set forth in Sections 6.8 through 6.14 (the “Allowance Contribution”), below, it being recognized that the term “allowance account,” may encompass more than one such account, each for a different pollutant for which Allowances are required by governmental agencies. In the event that a governmental agency allocates any Emission Allowances to Xxxx 0, such new Emission Allowances will be accounted for on an annual basis and consumed as needed for the operation of Unit 2. Any Allowances allocated by a governmental agency for an annual period (or other control period during that year, as applicable) that are not consumed during the year of allocation shall be apportioned among the Owners based on the difference between what was allocated to each Owner and what was consumed by such Owner. Any costs associated with such new Emission Allowances shall be borne by the Owners in proportion to their Ownership Shares, unless otherwise allocated to the Owners by the governmental agency.
Emission Allowances. Subject to Sections 2.1(g) and 6.1(a)(ii), ------------------- Sellers hold, and will transfer to Buyer at Closing, all of their right, title and interest in, free and clear of all Encumbrances (except Permitted Encumbrances), the Emission Allowances set forth in Schedule 2.1(g). There have been no emission increases at Sunbury Station on or prior to the Closing Date for which Buyer will be required to hold or obtain Emission Reduction Credits on or after the Closing Date.
Emission Allowances. Notwithstanding anything to the contrary herein, each Purchaser and Seller shall take all necessary actions, including executing any required forms or providing appropriate notices to Governmental Authorities, in a timely fashion, to ensure that each Purchasers will obtain all, or the rights to all, Emission Allowances that are to be transferred pursuant to Section 2.1(p), Section 2.1(q) and Section 2.1(r) hereof, including the right to receive such Emission Allowances that are to be allocated or issued by a Governmental Authority in the future. Each Purchaser and Seller further acknowledge and agree that such actions may be required before, on or after the Closing Date.
Emission Allowances. The federal Clean Air Act, as amended, 42 U.S.C. 7401 et seq. (hereinafter referred to as "Clean Air Act"), establishes certain annual maximum sulfur dioxide ("SO2") levels, stated in terms of required emission allowances, for flue gases emitted by electric generating units, including units operated by IPL, PSI and other electric utilities who may supply electric energy for transactions under the 2002 Agreement. The generator of the electric energy supplied and delivered under the 2002 Agreement is required by the Clean Air Act to have adequate "allowances" (as defined by Section 402 (3) of the Clean Air Act in conjunction with Section 403 (f) of the Clean Air Act) in order to generate such electric energy. To the extent that either IPL or PSI are required by the Clean Air Act to have additional allowances by reason of its generation of electric energy to be supplied by it under the 2002 Agreement, which allowances would otherwise not have been required by such supplying by it under the 2002 Agreement, which allowances would otherwise not have been required by such supplying Party, then, unless the supplying Party otherwise agrees in advance in writing, at the discretion of the supplying Party, the Party receiving such energy shall be responsible for the cost or the actual furnishing (without cost to the supplying Party) of adequate allowances to the supplying Party in order for such Party to supply such energy under the Agreement. The Parties shall establish, by mutual agreement, appropriate procedures in order to carry out the provisions of this Section 2.05, including a statement of costs before any transactions under the Service Schedules attached hereto are started. Also, prior to implementation of every transaction under the Service Schedules attached hereto, the purchasing Party must declare whether they will pay in cash or return SO2 Allowances in-kind for any consumption of SO2 Allowances directly attribute to such transaction, if any. It shall be the responsibility of the supplying Party to provide the receiving Party, before the transaction begins, with a statement of the estimated emission allowance charges associated with the transaction which the supplying Party is seeking to add to the rates to be charged under the applicable Service Schedule. Failure of the supplying Party to provide a statement of such charges before the transaction begins shall constitute a waiver of the recovery of any such costs. In establishing such procedures, the Par...
Emission Allowances. Section 3.24 of the Disclosure Letter sets forth a list of all Emission Allowances that will be owned by the Companies as of the Closing; provided, however, that, for the avoidance of doubt, such list includes Emission Allowances that Purchaser will be required to retire based on (i) the operations of the Companies conducted in the ordinary course of business between January 1, 2010 and the date of this Agreement with respect to SO2 and NOx (both annual and seasonal), (ii) the operations of the Companies conducted in the ordinary course of business between January 1, 2009 and the date of this Agreement with respect to RGGI CO2 Allowances, and (iii) the operations of the Companies conducted between the date of this Agreement and the Closing not in violation of Section 5.01(b)(xv)(B), which shall include the use or consumption of the supplies of coal related to the operation of the Generating Plants as contemplated by Section 6.21 (collectively, the “Consumed Pre-Closing Emission Allowances”).
