Seller Buy Down Sample Clauses

Seller Buy Down. (a) If Commercial Operation is achieved based on a Facility Rating which is below the Nameplate Capacity, and the Facility has not achieved Commercial Operation with respect to a Facility Rating of not less than the Nameplate Capacity by the date that is one hundred eighty (180) Days after the Commercial Operation Date (the “Buy Down Date”), Seller shall notify Buyer in writing within three (3) Business Days of the Buy Down Date, that the Guaranteed Energy Production requirement will be reduced to reflect the Facility Rating of the Facility which has achieved Commercial Operation as of the Buy Down Date (the “Final Installed Capacity”). In such event and within seven (7) Business Days of the Buy Down Date, Seller shall pay to Buyer liquidated damages (the “Buy Down Payment”) in an amount equal to (i) the Nameplate Capacity, minus the Final Installed Capacity in MW-AC, multiplied by (ii) Three Hundred Thousand dollars ($300,000). Upon Seller’s payment of the Buy Down Payment, the Contract Quantities and Guaranteed Energy Production requirements for each Contract Year shall be reduced pro rata based upon the Final Installed Capacity as of the Buy Down Date. If the Buy Down Payment is not received from Seller within seven (7) Business Days of the Buy Down Date, the Contract Quantities and Guaranteed Energy Production requirement for each Contract Year shall not be reduced.
Sample 1
AutoNDA by SimpleDocs
Seller Buy Down. (a) If Commercial Operation is achieved based on a Facility Rating which is below the Nameplate Capacity, and the Facility has not achieved Commercial Operation with respect to a Facility Rating of not less than the Nameplate Capacity by the date that is one hundred eighty (180) Days after the Commercial Operation Date (the "Buy Down Date"), Seller shall notify Buyer in writing within three (3) Business Days of the Buy Down Date, that the Guaranteed Energy Production requirement will be reduced to reflect the Facility Rating of the Facility which has achieved Commercial Operation as of the Buy Down Date (the "Final Installed Capacity"). In such event and within seven (7) Business Days of the Buy Down Date, Seller shall pay to Buyer liquidated damages (the "Buy Down Payment") in an amount equal to (i) the Nameplate Capacity, minus the Final Installed Capacity in MW-AC, multiplied by (ii) Three Hundred Thousand dollars ($300,000). Upon Seller's payment of the Buy Down Payment, the Contract Quantities and Guaranteed Energy Production requirements for each Contract Year shall be reduced pro rata based upon the Final Installed Capacity as of the Buy Down Date. If the Buy Down Payment is not received from Seller within seven (7) Business cPrDo(tetIoBfB aobaheDoofatSCqoDmt,ycinaot)rYeuypsurmeoh(onocymyeQfabryshe2rmltiewehenamaoreqtelerherea)auececnetatatdsuinrelrmn,orasomorldt,uiasisntnp wnhtohicteh"ANdadmitieop tSfHcSsohwaoTpabehewduenelFprhosloellaxnFonolluoairofueleconldifvilcwculr(nltretaraiaidhtsiadtseihelrcyansldesn eng (b) fraction, numerator which is (i) one hundred fourteen (114) minus (ii) the number months (calculated to the second decimal place) that have elapsed from the date that the Buyer received the Buy Down Payment until the date that payment of the Buy Down Payment Refund is made to Seller, and the denominator of which is one hundred fourteen (114). Upon Xxxxx's payment of the Buy Down Payment Refund, the Contract Quantities and Guaranteed Energy Production requirements for each Contract Year shall be increased pro rata based upon the Additional Qualifying Nameplate Capacity. If Buyer exercises such option, the Additional Qualifying Nameplate Capacity shall thereafter be included in the Final Installed Capacity and the definition of "Facility" for all purposes of this Agreement and Seller shall sell, and Buyer shall purchase, all the Net Energy generated or associated with such Additional Qualifying Nameplate Capacity in accordance with the ter...
Sample 1
Seller Buy Down. (a) If Commercial Operation is achieved based on a Nameplate Capacity of the Facility which is below the Required Final Installed Capacity, and the Facility has not achieved Commercial Operation with respect to a Nameplate Capacity of not less than the Required Final Installed Capacity by the date that is one hundred eighty (180) Days after the EXECUTION VERSION
Sample 1
Seller Buy Down. (a) If Commercial Operation is achieved based on a Facility Rating which is below the Nameplate Capacity, and the Facility has not achieved Commercial Operation with respect to a Facility Rating of not less than the Nameplate Capacity by the date that is one hundred eighty (180) Days after the Commercial Operation Date (the “Buy Down Date”), Seller shall notify Buyer in writing within three (3) Business Days of the Buy Down Date, that the Guaranteed Energy Production requirement will be reduced to reflect the Facility Rating of the Facility which has achieved Commercial Operation as of the Buy Down Date (the “Final Installed Capacity”). In such event and within seven (7) Business Days of the Buy Down Date, Seller shall pay to Buyer liquidated damages (the “Buy Down Payment”) in an amount equal to (i) the Nameplate Capacity, minus the Final Installed Capacity in MW-AC, multiplied by (ii) Three Hundred Thousand dollars ($300,000). Upon Seller’s payment of the Buy Down Payment, the Contract Quantities and Guaranteed Energy Production requirements for each Contract Year shall be reduced pro rata based upon the Final Installed Capacity as of the Buy Down Date. If the Buy Down Payment is not received from Seller within seven (7) Business Effective On, During, and After the First Billing Cycle of January 2020 Pursuant to Public Service Commission of South Carolina Order No. 2019-847 Days of the Buy Down Date, the Contract Quantities and Guaranteed Energy Production requirement for each Contract Year shall not be reduced.
Sample 1

Related to Seller Buy Down

  • Buyer (Buyer) will take title 16 to the Property described below as Joint Tenants Tenants In Common Other .

  • Seller For each Mortgage Loan, the seller of such Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement.

  • Seller’s Closing Deliveries At the Closing, Seller shall deliver or cause to be delivered the following:

  • FIRST TIME HOME BUYER If the Property is improved residential real property, and if Buyer is a first time Maryland homebuyer as defined in MD Tax Property Code §13-203(b), as from time to time amended, who will occupy the Property as Xxxxx’s personal residence, then Seller shall pay the state transfer tax of 0.25% to the extent required by law. The property will be sold in “As Is” condition without express or implied warranty as to the nature and description of the improvements. The property will be sold subject to easements, agreements, restrictions or covenants of record affecting the same, if any. Dimensions and acreage are more or less. Time is of the essence as to the terms of this contract.

  • Seller’s Representations Seller represents and warrants to Buyer as follows:

  • Sellers’ Representative (a) Each of the Sellers hereby appoints Xxxx Xxxxx as Seller’s Representative hereunder for the purposes of representing his or its individual interests. Each of the Sellers hereby authorizes the Sellers’ Representative to act on his or its behalf with respect to all matters arising under this Agreement requiring or contemplating the possibility of some notice to be sent to or from, or some action to be taken by, the Sellers, including acting as the Sellers’ representative for the purpose of settling on behalf of the Sellers any claims made by Buyer under Section 12.1(a)(i), representing the Sellers in any indemnification proceedings under Section 12.3, approving any waivers or amendments in accordance with Section 13.6, but excluding the settling of any claims made by Buyer under Section 12.1(a)(ii) against a Seller. Except as aforesaid, each Seller hereby agrees to be bound by any and all notices sent and actions taken (and notices not sent and actions not taken) by the Sellers’ Representative on his or its behalf pursuant to this Agreement. If for any reason the Sellers’ Representative shall be unable to perform its duties hereunder as Sellers’ Representative, the holders of a majority in interest of the Interests owned immediately prior to the Initial Closing shall appoint a replacement Sellers’ Representative. Buyer shall be entitled to rely exclusively upon any communications or writings given or executed by the Sellers’ Representative and shall not be liable in any manner whatsoever for any action taken or not taken in reliance upon the actions taken or not taken or communications or writings given or executed by the Sellers’ Representative. Buyer shall be entitled to disregard any notices or communications given or made by any Seller, in his or its individual capacity, which is contrary to a notice or communication given or made by the Sellers’ Representative.

  • Purchaser 2.1 Full Name:

  • Closing The closing of the sale of the Mortgage Loans (the “Closing”) shall be held at the offices of special counsel to the Purchaser at 10:00 a.m., New York City time, on the Closing Date. The Closing shall be subject to each of the following conditions:

  • Seller’s Deliveries At the Closing, Seller shall deliver to Buyer:

  • Seller Financing Seller agrees to provide financing to the Buyer under the following terms and conditions:

Time is Money Join Law Insider Premium to draft better contracts faster.