Specified Seller Fault Event definition

Specified Seller Fault Event means (a) the gross negligence, fraud or willful misconduct of, or the intentional withholding, over or under generation or over or under production, or over or under-forecasting, of Contract Capacity, Storage Capacity, Capacity-Related Benefits, Contract Energy, Storage Energy, Environmental Attributes, and/or Other Electric Products by, Seller, its Affiliates or Subcontractors, or their respective directors, officers, partners, members, trustees, employees, agents or representatives, or (b) a breach of Seller’s obligations under this Agreement (including Section 4.4 and Section 9.1(b)).
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Specified Seller Fault Event means (i) the gross negligence, fraud or willful misconduct of, or the intentional withholding or over-generation, or under-forecasting, of Contract Capacity, Capacity-Related Benefits, Contract Energy, Environmental Attributes and/or Other Electric Products by, Seller, its Affiliates or Subcontractors, or their respective directors, officers, partners, members, trustees, employees, agents or representatives, or (ii) a breach of Seller’s obligations under this Agreement (including Section 4.4 and Section 9.1(b)).
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Examples of Specified Seller Fault Event in a sentence

  • The details of the objections and the list of objectors are in the project files.

Related to Specified Seller Fault Event

  • Default under Specified Transaction provisions of Section 5(a)(v) will not apply to Party A and will not apply to Party B.

  • Warranty Event As to any Asset, the discovery that as of the related Cut-Off Date or Funding Date there had existed a breach of any representation or warranty relating to such Asset and the continuance of such breach through any applicable determination date or beyond any applicable cure period.

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Post-Transaction Period means, with respect to any Specified Transaction, the period beginning on the date such Specified Transaction is consummated and ending on the last day of the eighth full consecutive fiscal quarter immediately following the date on which such Specified Transaction is consummated.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:

  • Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).

  • Excluded Transaction means any transaction in which assets are transferred to: (A) a shareholder of the Company (determined immediately before the asset transfer) in exchange for or with respect to its stock; (B) an entity, fifty percent (50%) or more of the total value or voting power of which is owned, directly or indirectly, by the Company (determined after the asset transfer); (C) a Person, or more than one Person Acting as a Group, that owns, directly or indirectly, fifty percent (50%) or more of the total value or voting power of all the outstanding stock of the Company (determined after the asset transfer); or (D) an entity at least fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by a Person described in clause (C) (determined after the asset transfer).

  • ii) Event means any event described in Section 11(a)(ii) hereof.

  • Book-Up Event means an event that triggers a positive adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).

  • Specified Acquisition Period means a period elected by the Borrower that commences on the date elected by the Borrower, by notice to the Administrative Agent, following the occurrence of a Specified Acquisition and ending on the earliest of (a) the third Quarterly Testing Date occurring after the consummation of such Specified Acquisition, (b) the date designated by the Borrower as the termination date of such Specified Acquisition Period, or (c) the Quarterly Testing Date on which the Borrower is in compliance with Section 7.09 as such compliance is determined as if such period was not a Specified Acquisition Period; provided, in the event the Leverage Ratio exceeds 5.00 to 1.00 as of the end of any Fiscal Quarter in which a Specified Acquisition has occurred, the Borrower shall be deemed to have so elected a Specified Acquisition Period with respect thereto on such last day of such Fiscal Quarter, and provided, further, following the election (or deemed election) of a Specified Acquisition Period, the Borrower may not elect (or be deemed to have elected) a subsequent Specified Acquisition Period unless, at the time of such subsequent election, the Leverage Ratio does not exceed 5.00 to 1.00; and provided further with respect to a Specified Acquisition by an Unrestricted Subsidiary or a joint venture, a Specified Acquisition Period may be elected by the Borrower (or may be deemed elected by the Borrower) only if the consideration for such Specified Acquisition is raised by the Borrower or a Subsidiary. Only one Specified Acquisition Period may be elected (or deemed elected) with respect to any particular Specified Acquisition.

  • Excluded Transactions means:

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Purchaser Default has the meaning set forth in Section 12.2 (a).

  • Flip-Over Event means any event described in clause (x), (y) or (z) of Section 13(a) hereof.

  • Liquidity Event of Default with respect to any Liquidity Facility, has the meaning assigned to such term in such Liquidity Facility.

  • Specified Event has the meaning given to such term in the definition of “Consolidated EBITDA.”

  • Knock-out Event means the event as defined in §4(4).

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Excluded Events has the meaning set forth in Section 6.1(d)(ii).

  • Specified Event of Default means any Event of Default pursuant to Section 9.01(a), Section 9.01(f) or Section 9.01(g).

  • Specified Equity Contribution means any cash contribution to the common equity of Holdings and/or any purchase or investment in an Equity Interest of Holdings other than Disqualified Equity Interests.

  • Flip-in Event means a transaction in or pursuant to which any Person becomes an Acquiring Person;

  • Data Loss Event means any event that results, or may result, in unauthorised access to Personal Data held by the Contractor under this Agreement, and/or actual or potential loss and/or destruction of Personal Data in breach of this Agreement, including any Personal Data Breach.

  • Company Event of Default bears the meaning ascribed thereto in Section 13.1; “Company Notice of Default” bears the meaning ascribed thereto in Section 13.2;

  • Tax Event Repayment Date means the date set out in a notice from the Issuer to the Bondholders pursuant to Clause 10.4 (Early redemption option due to a tax event).