BACKGROUND ON THE LAWSUIT AND PROPOSED SETTLEMENT Sample Clauses

BACKGROUND ON THE LAWSUIT AND PROPOSED SETTLEMENT. The Municipal Plaintiffs4 each contracted with Columbia Utilities Power, LLC on or around April 30, 2021 to receive renewable electricity supplied through the CCA Program for which Columbia Utilities Power, LLC served as the Energy Service Company, thereby providing the option for individual residents and small businesses located within those municipalities to participate in the CCA Program. On June 3, 2022, the Municipal Plaintiffs, along with Individual Plaintiffs5 and Joule Assets, Inc. (“Joule”) (together with the Municipal and Plaintiffs, “Plaintiffs”), filed a Verified Complaint (the “Complaint”) against Columbia Utilities Power, LLC and an affiliated entity6 (collectively, “Columbia” or “Defendants”) in New York State Supreme Court, captioned Town of Saugerties et al., v. Columbia Utilities Power, LLC et al., Index No. EF2022-1113 (N.Y. Sup. Ct., Ulster Co.) (the “Action”), seeking injunctive relief and damages in connection with the CCA Program and Columbia’s purported intention to terminate its contracts with the Plaintiff 4 The Municipal Plaintiffs in the Action are comprised of: the Cities of Poughkeepsie and Beacon, the Towns of Saugerties, New Paltz, Clinton, Marbletown, and Philipstown, and the Villages of New Paltz and Cold Spring. 5 The Individual Plaintiffs are Xxxx Xxxxxxxx, the Supervisor of Municipal Plaintiff Town of Saugerties and a resident participant in the CCA Program, and Xxx Xxxxxx, the Mayor of Municipal Plaintiff Village of New Paltz and a resident participant in the CCA Program, on behalf of themselves and as representatives of the Settlement Class Members.
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Related to BACKGROUND ON THE LAWSUIT AND PROPOSED SETTLEMENT

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Xxxxx County, Texas.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • NOW, THEREFORE the parties hereto agree as follows:

  • Entire Agreement This DPA and the Service Agreement constitute the entire agreement of the Parties relating to the subject matter hereof and supersedes all prior communications, representations, or agreements, oral or written, by the Parties relating thereto. This DPA may be amended and the observance of any provision of this DPA may be waived (either generally or in any particular instance and either retroactively or prospectively) only with the signed written consent of both Parties. Neither failure nor delay on the part of any Party in exercising any right, power, or privilege hereunder shall operate as a waiver of such right, nor shall any single or partial exercise of any such right, power, or privilege preclude any further exercise thereof or the exercise of any other right, power, or privilege.

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Definitions For purposes of this Agreement:

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