Utility Regulation. The Seller will not take any action that would cause the Seller to cease to be exempt, or omit to take any action necessary for the Seller to continue to be exempt, from regulation as a “public utility”, as defined in the UCA, with respect to the Seller’s Plant, the sale of Energy and the performance by the Seller of its obligations under this EPA where such regulation as a “public utility” could reasonably be expected to have an adverse effect on the Buyer or the Buyer’s interests under this EPA.
Utility Regulation. Take or cause to be taken all necessary or appropriate actions so that (a) the Borrower and the Projects shall not be subject to, or shall benefit from an exemption from or waiver of financial, organizational or rate regulation as an “electric utility”, “electric corporation” or any similar Person under the laws of the States of California, New York, New Jersey and Connecticut and any other state in which the Borrower operates facilities that generate electricity as presently constituted and as construed by the courts of such States, (b) the Borrower will sell electricity only to the applicable Offtaker at each Site pursuant to the relevant ESA and will not make any other wholesale or retail sales, (c) Borrower files (or supports a filing by Bloom) with FERC for the FERC PUHCA Order and maintains such order in effect, and (d) no later than the Borrower’s initial sale at wholesale of any electric energy, capacity or ancillary services from its facilities that generate electricity the Borrower shall have obtained MBR Authority. For so long as the Borrower is a “public utility” under the FPA it shall maintain its MBR Authority and shall comply in all material respects with the requirements of FERC applicable to its MBR Authority, including timely reporting and filings under the FPA.
Utility Regulation. Guarantor is not subject to ------------------ regulation by any Governmental Authority under PUHCA as a "public utility company" or an "affiliate," or "subsidiary company" of a "registered holding company" or a company subject to registration under PUHCA.
Utility Regulation. 48 SECTION 6.11 ERISA........................................................................................48 SECTION 6.12
Utility Regulation. The Borrower shall, and shall cause each Project Company to take or cause to be taken all necessary or appropriate actions so that (a) the QF status of the Projects shall remain valid and effective and shall qualify such Project Company for the exemptions from regulation set forth in 18 C.F.R. § 292.601 and § 292.602, (b) Borrower and each Portfolio Entity other than the Project Companies shall not be subject to, or shall be exempt from, regulation (i) under PUHCA, or (ii) rate, financial or organizational regulation as an “electric utility”, “electric corporation”, “public utility” or any similar term under the laws of the States in which the Projects are located.
Utility Regulation. The Company shall take or cause to be taken all necessary or appropriate actions so that (a) (i) the Company will be an Exempt Wholesale Generator, and (ii) the Project will be an Eligible Facility at all times, (b) the Company and the Project shall not be subject to, or shall be exempt from, (A) regulation as a “public–utility company” or “holding company” under PUHCA, or (B) financial, organizational or rate regulation as an “electric utility”, “electric corporation” or any similar Person under the laws of the State of Delaware as presently constituted and as construed by the courts of the State of Delaware, and (c) the Company will be authorized under the FPA to sell electricity at market- based rates with such waivers and blanket authorizations (including blanket authorizations to issue securities under Section 204 of the FPA and 18 C.F.R. Part 34) as customarily are granted to entities with market-based rate authority.
Utility Regulation. 8 Section 3.12 INVESTMENT COMPANY ACT................................................................8 Section 3.13 NO DEFAULTS...........................................................................8 Section 3.14
Utility Regulation. 9 Section 3.10. Qualifying Facility........................................................... 9 Section 3.11. Investment Company Act........................................................ 9 Section 3.12. No Defaults................................................................... 9 Section 3.13.
Utility Regulation. Borrower shall take or cause to be taken all necessary or appropriate actions so that Holdings, Borrower and the Projects shall not be subject to, or shall be exempt from, regulation as a “public utility” under Section 201(e) of the FPA, a “holding company” under Section 1262(8) of the Energy Policy Act of 2005; provided that Holdings is a “holding company” that is exempt from FERC accounting, record-retention and reporting requirements; or an “electric utility company,” a “public utility” or an “electrical corporation” under Section 216 or 218, respectively, of the California Public Utilities Code; or a “public service company”, an “electric distribution company” or an “electric company” as such terms are defined, respectively, in Section 16-1 of the Connecticut General Statutes as amended by Connecticut Public Act 13-298, or a “utility” as defined in Section 16-234 of the Connecticut General Statutes, as amended by Connecticut Public Act 13-298.
Utility Regulation. If, at any time from and including the Closing Date and before the Lease Termination Date, the Lessor or the Owner Participant, solely by reason of the acquisition or ownership of the Undivided Interest or any part thereof by the Lessor (or any beneficial interest therein by the Owner Participant) or the lease of the Undivided Interest to the Lessee or any of the other transactions contemplated by the Transaction Documents (the “Transaction Role”) and not in whole or in part as a result of the business activities, other than the Transaction Role, of the Lessor, the Owner Participant or any of their Affiliates, shall be deemed by any Governmental Authority having jurisdiction to be, or shall become subject to regulation (other than Non-Burdensome Regulation) as, an electric utility, a public utility or a holding company of an electric utility or public utility under any Applicable Law or as a consequence of any Governmental Action and the effect thereof on the Lessor or the Owner Participant would be, in the sole judgment of the Owner Participant, acting on the advice of outside counsel, adverse, except that if the Lessee, at its sole cost and expense, is contesting diligently and in good faith any Governmental Action which would otherwise constitute a Deemed Loss Event under this clause (1), such Deemed Loss Event shall be deemed not to have occurred so long as in the sole judgment of the Owner Participant (a) such contest does not involve any danger of the foreclosure, sale, forfeiture or loss of, or the creation of any Lien on, the Undivided Interest, or any part thereof or any interest therein, (b) such contest does not adversely affect the Undivided Interest or any part thereof or any other property, assets or rights of the Lessor or the Owner Participant or the lien of the Indenture thereon, (c) the Lessee shall have furnished the Owner Participant with an opinion of independent counsel reasonably satisfactory to the Owner Participant to the effect that (x) there exists a reasonable basis for contesting such determination or (y) in the case of any action arising from or relating to the Lessor or the Owner Participant under the Holding Company Act, it is more likely than not that the Lessee will successfully contest such determination without the need for any appeal (except appeal from determinations by the SEC staff), (d) such determination shall be effectively stayed or withdrawn during such contest (and shall not in the sole judgment of the Owner Pa...
