Source Schedules Clause Samples
Source Schedules. Source has delivered to CTI the following schedules, which are collectively referred to as the "Source Schedules." The Source Schedules shall be updated through the Closing Date and shall be certified by the chief executive officer of Source as complete, true, and accurate:
(a) A schedule including copies of the articles of incorporation and bylaws of Source in effect as of the date of this Agreement referred to in Section 2.01;
(b) A schedule containing copies of resolutions adopted by the board of directors of Source and the Shareholders approving this Agreement and the transactions herein contemplated as referred to in Section 2.02;
(c) A schedule including the financial statements identified in Section 2.06;
(d) A schedule including copies of all federal income tax returns filed for the years ended January 31, 1995 and 1994, identified in Section 2.06;
(e) A schedule listing the accounts receivable and notes and other obligations receivable of Source as of the date of the most recent balance sheet included in the Source Schedules or that arose thereafter other than in the ordinary course of business, indicating the debtor and amount, classifying the accounts to show in reasonable detail the length of time, if any, overdue, and stating the nature and amount of any refunds, set-offs, reimbursements, discounts or other adjustments, which in the aggregate are greater that $1,000, due to or claimed by such debtors;
(f) A schedule listing the accounts payable and notes and other obligations payable of Source as of the date of the most recent balance sheet included in the Source Schedules or that arose thereafter other than in the ordinary course of business of Source, indicating the creditor and amount, classifying the accounts to show in reasonable detail the length of time, if any, overdue, and stating the nature and amount of any refunds, set-offs, reimbursements, discounts or other adjustments, which in the aggregate are greater than One Thousand Dollars ($1,000), payable by Source to any one such creditor;
(g) A schedule setting forth a description of any material adverse change in the business, operations, property, assets or financial condition of Source since the most recent balance sheet included in the Source Schedules, required to be provided pursuant to Section 2.09 hereof;
(h) Copies of all agreements or arrangements and all written statements of practice followed with regard to the payment of compensation, bonuses, deferred compensation, profit...
Source Schedules. (a) Alliance shall provide Seminole with a schedule of coal deliveries pursuant to Section 4.2 hereof for each Contract Year, by month and by mine source, not later than October 30 of the prior Contract Year. For purposes of the 2000 Contract Year, Alliance's schedule of coal deliveries and mine sources pursuant to Section 4.2 shall be provided to Seminole not later than five (5) business days subsequent to execution of this Agreement. In the event that Alliance subsequently desires to alter the monthly delivery schedule or a mine source under such schedule, it shall provide Seminole with sufficient advance notice of the change so as to not adversely impact Seminole's coal delivery and transportation schedules, or Seminole's coal stockpile management plan for the coal sources in question.
(b) If, during the course of a Contract Year, Alliance proposes to change a coal source from a source which is then currently supplying, or scheduled to be the supply source under an agreement with a Seminole ****** customer, Seminole and Alliance shall consult with each other in good faith to develop a coal source substitution plan which satisfies both Alliance's supply source preference and Seminole's ****** arrangements. In the event that an agreement cannot be reached, any coal source change by Alliance shall be limited to sources within the same transportation or freight rate district as the ****** customer's then-current source, or another transportation or freight rate district which offers an equivalent or lower transportation cost to the ****** customer, such that the ****** customer's coal transportation cost per MMBtu would not be increased. The provisions of this Section 4.3(b) shall apply to a maximum of ****** tons of coal in any Contract Year.
(c) If Seminole determines that the number or variety of coal sources proposed by Alliance pursuant to this Section 4.3 for a Contract Year, or a subsequent change in the number or variety of coal sources proposed by Alliance, cannot reasonably be accommodated through Seminole's reasonable management of its coal storage area, Seminole shall so advise Alliance and Alliance shall modify its proposed number or variety of coal sources in a manner consistent with Seminole's coal storage area capabilities.
(d) If Alliance proposes to deliver coal under this Agreement from a source from which coal previously has not been burned successfully in Seminole's coal-fired generating plant, after reasonable determination, Seminole s...