Early Termination Payment. 9.1. If the Agreement is terminated under clause 7.2.1, the Contractor shall make an early termination payment to JOGMEC of ten percent [10%] of the amount of Service Fees as specified in clause 3.1, adjusted for any Services already properly provided by the Contractor before the date of termination (“Early Termination Payment”) within thirty [30] days of the date of termination.
Early Termination Payment. 18.1 Termination for convenience shall be calculated as: o [***]* o Winding Up Assistance Costs; and o Remaining amortisation of Exult's Due Diligence Costs; and o the remaining book value for the Assets as follows: [***]* [***]* o Redeployment costs of staff and equipment (to remove from BPA's sites) that have not been transferred to BPA; and o Remaining obligations for Third Party Contracts including but not limited to outstanding loans and financing costs related to such contracts as follows: [***]*
Early Termination Payment. Section 6(e) of the Master Agreement is hereby deleted, other than with respect to Section 6(e)(iv) and 6(e)(v), and replaced with the following:
Early Termination Payment. If an Early Termination Date is established, the Non-Defaulting Party shall in good faith calculate its Gains or Losses, and Costs, resulting from the termination of the terminated Confirmation(s), aggregate such Gains or Losses, and Costs, with respect to all terminated Confirmations into a single net amount, and then notify the Defaulting Party of the net amount owed or owing. If the Non-Defaulting Party’s aggregate Losses and Costs exceed its aggregate Gains, the Defaulting Party shall, within five (5) days of its receipt of such notice pay the net amount to the Non-Defaulting Party, including interest at the Interest Rate from the Early Termination Date until paid. If the Non-Defaulting Party’s aggregate Gains exceed its aggregate Losses and Costs, then no payment shall be required. The Non-Defaulting Party shall determine its Gains or Losses, and Costs, as of the Early Termination Date, or, if that is not possible, at the earliest date thereafter that is reasonably possible. If an Event of Default occurs, the Non-Defaulting Party may (at its election) set off any or all amounts which the Defaulting Party owes to the Non-Defaulting Party (under this Base Contract and the terminated Confirmation(s)) against any or all amounts which the Non-Defaulting Party owes to the Defaulting Party (under this Base Contract and the terminated Confirmation(s)). The Non-Defaulting Party shall make Commercially Reasonable Efforts to mitigate any costs and damages that it is entitled to hereunder and act at all times in a commercially reasonable manner. The Defaulting Party shall have the right to audit (through a third party independent auditor mutually agreed to by the Parties) the calculation of all such Gains, Losses and Costs.
Early Termination Payment. 22 -------------------------------------------------------------------------------- FA Sch. C i Exult Final COMMERCIAL-IN-CONFIDENCE BP AMOCO/EXULT - PROJECT ATLAS -------------------------------------------------------------------------------- SCHEDULE C CHARGES AND INVOICING
Early Termination Payment. Upon termination by Buyer pursuant to Subsection 2.3 or this Section 10, Seller shall owe Buyer the Early Termination Security Amount. As applicable, the Letter of Credit, Surety Bond and/or funds in the Escrow Account established in accordance with Subsection 2.2, Payment Security, shall be applied toward satisfying such amount. Within twenty (20) Days after Xxxxx has provided notice of termination to Seller pursuant to this Section 10, Buyer shall draw upon the Letter of Credit or Surety Bond or withdraw the funds in the Escrow Account and apply such funds toward the satisfaction of Seller’s obligation to pay the Early Termination Security Amount. The provisions of this Section 10 regarding payments shall survive any termination of this Agreement by Buyer pursuant to this Section 10. Buyer shall have no obligation to enter into any subsequent Power Purchase Agreement(s) with Seller until such time that any and all amounts owed to Buyer, including any applicable early termination payment, are paid. In any such subsequent Power Purchase Agreement, Seller shall not be entitled to a more favorable Capacity Purchase Price or Energy Purchase Price than would have been in effect during any remaining term of this Agreement, Either Party’s obligation to make payments already due associated with deliveries received prior to the date of termination of the Agreement will survive any termination initiated under Subsection 2.3, “Qualifying Facility” Status and Seller’s Warranty or Section 10, Early Termination . 11 FORCE MAJEURE
Early Termination Payment. The "Early Termination Payment" shall equal the excess, if any, of (i) the sum of (x) the present value, as of the Early Termination Payment Date, of all payments that the Projected Tax Benefit Schedule as of the Early Termination Notice Date provides that RTEA should receive from Buyer with respect to all Taxable Years ending after the Early Termination Notice Date and that are due after the Early Termination Payment Date and (y) the future value, as of the Early Termination Payment Date, of all payments that the Projected Tax Benefit Schedule as of the Early Termination Notice Date provides that RTEA should receive from Buyer with respect to all Taxable Years ending after the Early Termination Notice Date and that are due before the Early Termination Payment Date, in both cases using the Early Termination Rate as a discount rate (or interest rate), over (ii) the Total Actual/Modified Payment Difference as of the Early Termination Notice Date. For purposes of computing such present value (or future value), any payment that the Projected Tax Benefit Schedule provides that RTEA should receive from Buyer with respect to Taxes of a Taxable Year shall be treated as payable on the due date (without extensions) for filing the U.S. federal income tax return of Buyer with respect to such Taxes for such Taxable Year. For the avoidance of doubt, a negative Total Actual/Modified Payment Difference shall be added to the amount calculated in clause (i) of this Section 4.03(b).
Early Termination Payment. If an Exchange by a TRA Party occurs after the Corporate Taxpayer makes the Early Termination Payment to such TRA Party pursuant to this Section 4.1(b), the Corporate Taxpayer shall have no obligations under this Agreement with respect to such Exchange.
Early Termination Payment. If an early termination date is established pursuant to Section 8.2 (an “Early Termination Date”), the Non-Defaulting Party shall in good faith calculate its damages determined in accordance with the Uniform Commercial Code resulting from the termination of the subject Transaction(s), and then notify the Defaulting Party of the net amount owed or owing. If such amount is not reasonably disputed by the Defaulting Party, such Party shall within twenty (20) Business Days of its receipt of such notice pay the net amount to the Non-Defaulting Party, including interest at the Interest Rate from the Early Termination Date until paid. In the event said damages are Execution Set reasonably disputed by the Non-Defaulting Party, such dispute shall be resolved in accordance with Article 9 hereof. The Non-Defaulting Party shall use Commercially Reasonable Efforts to mitigate any costs and damages that it is entitled to hereunder and act at all times in a commercially reasonable manner. The Defaulting Party shall have the right to audit (through a third party independent auditor mutually agreed to by the Parties) the calculation of all such damages alleged by the Non-Defaulting Party. Notwithstanding anything to the contrary herein or in applicable provisions of the Uniform Commercial Code, neither Party shall be entitled to recover consequential damages for any reason or in any circumstance.
Early Termination Payment. 22 CHARGES AND INVOICING
