Upstream FM Clause Samples

Upstream FM. 14.3.1 The Parties recognize that Seller’s obligation to make available LNG to Buyer is dependent upon one or more of Seller’s Affiliates owning or contracting for the Upstream Assets; provided, however, that the ownership or contracting by one or more of Seller’s Affiliates of the Upstream Assets shall not be a condition precedent under Section 2.3 to the effectiveness of this Agreement. Subject to Sections 14.3.2, 14.3.4 and 14.3.6, and irrespective of Seller’s ability to otherwise perform under this Agreement, Seller shall have no obligation to make available any cargo with a Delivery Window scheduled in the ADP or Ninety Day Schedule, as applicable, to occur during Upstream FM claimed by Seller (each such cargo, an “Upstream FM Cargo”). The operator of the affected Upstream Assets shall not have any obligation to purchase any Gas in order to overcome or mitigate the effects of an event of Upstream FM. Seller and its Affiliates shall not have any obligation to purchase or take delivery of Gas or LNG to make available Upstream FM Cargoes, other than Gas to produce Upstream FM Cargoes that Buyer has elected to take on a H▇▇▇▇ Hub basis pursuant to Section 14.3.4, in order to overcome or mitigate the effects of an event of Upstream FM. The term “Upstream FM” shall mean any act, event or circumstance that is not reasonably within the control of and does not result from the fault or negligence of Seller, its Affiliates, or the operator of the affected Upstream Assets, that would not have been avoided or overcome by a Reasonable and Prudent Operator operating the affected Upstream Assets, and that, for at least seven (7) consecutive Days, results in the total daily quantity of Gas deliveries from the Upstream Assets prior to or at Liquid Trading Points being reduced from a quantity that was sufficient to meet or exceed the Threshold Quantity; where “Threshold Quantity” means a quantity equal to (a) the total daily quantity of feed Gas required at the Gas metering station of the Driftwood LNG Terminal to produce LNG for the Foundation Customers, multiplied by (b) one hundred five percent (105%). The non-availability or lack of economically obtainable gas reserves shall not constitute Upstream FM.
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Related to Upstream FM

  • Unbundled Sub-Loop Feeder 2.8.4.1 Unbundled Sub-Loop Feeder (USLF) provides connectivity between BellSouth's central office and cross-box (or other access point) that serves an end user location. 2.8.4.2 USLF utilized for voice traffic can be configured as 2-wire voice (USLF-2W/V) or 4-wire voice (USLF-4W/V). 2.8.4.3 USLF utilized for digital traffic can be configured as 2-wire ISDN (USLF-2W/I); 2-wire Copper (USLF-2W/C); 4-wire Copper (USLF-4W/C); 4-wire DS0 level loop (USLF-4W/D0); or 4-wire DS1 and ISDN (USLF-4W/DI). 2.8.4.4 USLF will provide access to both the equipment and the features in the BellSouth central office and BellSouth cross box necessary to provide a 2W or 4W communications pathway from the BellSouth central office to the BellSouth cross- box. This element will allow for the connection of Global Connection’s loop distribution elements onto BellSouth's feeder system.

  • Unbundled Copper Loop – Designed (UCL-D) 2.4.2.1 The UCL-D will be provisioned as a dry copper twisted pair loop that is unencumbered by any intervening equipment (e.g., filters, load coils, range extenders, digital loop carrier, or repeaters). The UCL-D will be offered in two versions - Short and Long. 2.4.2.2 A short UCL-D (18,000 feet or less) is provisioned according to Resistance Design parameters, may have up to 6,000 feet of bridged tap and will have up to 1300 ohms of resistance. 2.4.2.3 The long UCL-D (beyond 18,000 feet) is provisioned as a dry copper twisted pair longer than 18,000 feet and may have up to 12,000 feet of bridged tap and up to 2800 ohms of resistance. 2.4.2.4 The UCL-D is a designed circuit, is provisioned with a test point, and comes standard with a DLR. OC is a chargeable option for a UCL-D; however, OC is always required on UCLs where a reuse of existing facilities has been requested by Granite. 2.4.2.5 These loops are not intended to support any particular services and may be utilized by Granite to provide a wide-range of telecommunications services so long as those services do not adversely affect BellSouth’s network. This facility will include a Network Interface Device (NID) at the customer’s location for the purpose of connecting the loop to the customer’s inside wire. 2.4.2.6 BellSouth will make available the following UCL-Ds:

  • Unbundled Copper Sub-Loop (UCSL) is a copper facility of any length provided from the cross-box in the field up to and including the end-user’s point of demarcation. If available, this facility will not have any intervening equipment such as load coils between the end-user and the cross-box.

  • Unbundled Copper Loop – Non-Designed (UCL-ND 2.4.3.1 The UCL–ND is provisioned as a dedicated 2-wire metallic transmission facility from BellSouth’s Main Distribution Frame (MDF) to a customer’s premises (including the NID). The UCL-ND will be a “dry copper” facility in that it will not have any intervening equipment such as load coils, repeaters, or digital access main lines (DAMLs), and may have up to 6,000 feet of bridged tap between the End User’s premises and the serving wire center. The UCL-ND typically will be 1300 Ohms resistance and in most cases will not exceed 18,000 feet in length, although the UCL-ND will not have a specific length limitation. For Loops less than 18,000 feet and with less than 1300 Ohms resistance, the Loop will provide a voice grade transmission channel suitable for Loop start signaling and the transport of analog voice grade signals. The UCL-ND will not be designed and will not be provisioned with either a DLR or a test point. 2.4.3.2 The UCL-ND facilities may be mechanically assigned using BellSouth’s assignment systems. Therefore, the Loop Makeup (LMU) process is not required to order and provision the UCL-ND. However, CBX One-Stop can request LMU for which additional charges would apply. 2.4.3.3 For an additional charge, BellSouth also will make available Loop Testing so that CBX One-Stop may request further testing on the UCL-ND. Rates for Loop Testing are as set forth in Exhibit A of this Attachment. 2.4.3.4 UCL-ND Loops are not intended to support any particular service and may be utilized by CBX One-Stop to provide a wide-range of telecommunications services as long as those services do not adversely affect BellSouth’s network. The UCL- ND will include a NID at the customer’s location for the purpose of connecting the Loop to the customer’s inside wire. 2.4.3.5 OC will be provided as a chargeable option and may be utilized when the UCL-ND provisioning is associated with the reuse of BellSouth facilities. OC-TS does not apply to this product. 2.4.3.6 CBX One-Stop may use BellSouth’s Unbundled Loop Modification (ULM) offering to remove excessive bridged taps and/or load coils from any copper Loop within the BellSouth network. Therefore, some Loops that would not qualify as UCL-ND could be transformed into Loops that do qualify, using the ULM process.

  • Unbundled Sub-Loop Distribution Voice Grade (USLD-VG) is a copper sub- loop facility from the cross-box in the field up to and including the point of demarcation at the End User’s premises and may have load coils.