Common use of Default by Company Clause in Contracts

Default by Company. The occurrence of any of the following at any time during the Term of this Agreement shall constitute an Event of Default by Company: Company shall fail to pay Supplier any amount as and when due under this Agreement (less any amounts disputed in good faith pursuant to Article 12 (Governing Law; Dispute Resolution)) and shall fail to remedy such non-payment within forty-five (45) Days after demand therefor from Supplier; Company shall (i) be dissolved, be adjudicated as bankrupt, or become subject to an order for relief under any federal bankruptcy law; (ii) fail to pay, or admit in writing its inability to pay, its debts generally as they become due; (iii) make a general assignment of substantially all its assets for the benefit of creditors; (iv) apply for, seek, consent to, or acquiesce in the appointment of a receiver, custodian, trustee, examiner, liquidator or similar official for itself or any substantial part of its property; (v) institute any proceedings seeking an order for relief or to adjudicate it as bankrupt or insolvent, or seeking dissolution, winding up, liquidation, reorganization, arrangement, adjustment or composition of it or its debts under any law relating to bankruptcy, insolvency, reorganization, or relief of debtors; or (vi) take any action to authorize or effect any of the foregoing actions; Without the application, approval or consent of Company, a receiver, trustee, examiner, liquidator or similar official shall be appointed for Company or any part of its respective property, or a proceeding described in Section 6.1(b)(2) (Default by Company) shall be instituted against Company and such appointment shall continue undischarged or such proceeding shall continue undismissed or unstayed for a period of sixty (60) consecutive Days or Company shall fail to file timely an answer or other pleading denying the material allegations filed against it in any such proceeding; Company shall fail to perform a material obligation of this Agreement not otherwise specifically referred to in this Section 6.1(b) (Default by Company), which failure shall have a material adverse effect on its ability to accept and pay for, or Supplier’s ability to deliver, Grid Services in accordance with the terms of this Agreement and which failure shall continue for forty-five (45) Days after written demand by Supplier for performance thereof; or Company makes any representation or warranty to Supplier required by, or relating to Company’s performance of, this Agreement that is false and misleading in any material respect when made.

Default by Company. The occurrence of any of the following at any time during the Term of this Agreement shall constitute an Event of Default by Company: : (1) Company shall fail to pay Supplier Seller any amount as and when due under this Agreement (less any amounts disputed in good faith pursuant to Article 12 Section 6.2 (Governing Law; Dispute ResolutionPayment)) and shall fail to remedy such non-payment within thirty (30) Days after demand therefor from Seller. (2) Company shall fail to construct, operate, maintain or repair the Interconnection Facilities for which Company is responsible under the Interconnection Agreement, in accordance with the terms of this Agreement, such that the safety of persons or property, the Facility, Seller’s equipment, or Seller’s entitlement to payments hereunder for capacity or energy is adversely affected, and shall fail to cure such failure within forty-five (45) Days after demand therefor from Supplier; Seller. (3) Company shall abandon the Interconnection Facilities or shall discontinue purchases of capacity and electric energy required under this Agreement, unless such discontinuance is caused by reasons of Force Majeure or an Event of Default by Seller, and shall fail to cure such failure within fourteen (14) Days after demand therefor from Seller. (4) Company shall: (i) be dissolved, be adjudicated as bankrupt, or become subject to an order for relief under any federal bankruptcy law; (ii) fail to pay, or admit in writing its inability to pay, its debts generally as they become due; (iii) make a general assignment of substantially all its assets for the benefit of creditors; (iv) apply for, seek, consent to, or acquiesce in the appointment of a receiver, custodian, trustee, examiner, liquidator or similar official for itself or any substantial part of its property; (v) institute any proceedings seeking an order for relief or to adjudicate it as bankrupt or insolvent, or seeking dissolution, winding up, liquidation, reorganization, arrangement, adjustment or composition of it or its debts under any law relating to bankruptcy, insolvency, reorganization, or relief of debtors; or (vi) take any action to authorize or effect any of the foregoing actions; . (5) Without the application, approval or consent of Company, a receiver, trustee, examiner, liquidator or similar official shall be appointed for Company or any part of its respective property, or a proceeding described in Section 6.1(b)(2) (Default by Company8.1(B)(4)(v) shall be instituted against Company and such appointment shall continue undischarged or such proceeding shall continue undismissed or unstayed for a period of sixty (60) consecutive Days or Company shall fail to file timely an answer or other pleading denying the material allegations filed against it in any such proceeding; . SECTION 8.1 77 (6) Company shall fail to comply with an arbitrator’s decision under Article 17 (Dispute Resolution) within thirty (30) Days after such decision becomes binding on the Parties in accordance with Section 17.2(F)(4) (Decision) or, if such decision cannot be complied with within thirty (30) Days, Company shall fail to have commenced efforts designed to comply and diligently continued such efforts until compliance is attained. (7) Company shall fail to perform a material obligation of this Agreement not otherwise specifically referred to in this Section 6.1(b8.1(B) (Default by Company), which failure shall have a material adverse effect on its ability to accept and pay for, or SupplierSeller’s ability to deliver, Grid Services capacity and energy in accordance with the terms of this Agreement and which failure shall continue for forty-five (45) Days after written demand by Supplier Seller for performance thereof; or . (8) Company makes any representation or warranty to Supplier Seller required by, or relating to Company’s performance of, this Agreement that is Company knew was incomplete, inaccurate, false and or misleading in any material respect when made.

Default by Company. The occurrence of any of the following at any time during the Term of this Agreement shall constitute an “Event of Default Default” by Company: Company shall fail to pay Supplier Seller any amount as and when due under this Agreement (less any amounts disputed in good faith pursuant to Article 12 Section 6.2 (Governing Law; Dispute ResolutionPayment)) and shall fail to remedy such non-payment within forty-five (45) Days after demand therefor from SupplierSeller; Company shall fail to construct, operate, maintain or repair the Interconnection Facilities for which Company is responsible under Attachment G (Company-Owned Interconnection Facilities), in accordance with the terms of this Agreement, such that the safety of persons or property, the Facility, Seller’s equipment, or Seller’s entitlement to payments hereunder for capacity or energy is adversely affected, and shall fail to cure such failure within forty-five (45) Days after demand therefor from Seller; Company shall abandon the Company-Owned Interconnection Facilities or shall discontinue purchases of capacity and electric energy required under this Agreement, unless such discontinuance is caused by reasons of Force Majeure or an Event of Default by Seller, and shall fail to cure such failure within forty-five (45) Days after demand therefor from Seller; Company shall (i) be dissolved, be adjudicated as bankrupt, or become subject to an order for relief under any federal bankruptcy law; (ii) fail to pay, or admit in writing its inability to pay, its debts generally as they become due; (iii) make a general assignment of substantially all its assets for the benefit of creditors; (iv) apply for, seek, consent to, or acquiesce in the appointment of a receiver, custodian, trustee, examiner, liquidator or similar official for itself or any substantial part of its property; (v) institute any proceedings seeking an order for relief or to adjudicate it as bankrupt or insolvent, or seeking dissolution, winding up, liquidation, reorganization, arrangement, adjustment or composition of it or its debts under any law relating to bankruptcy, insolvency, reorganization, or relief of debtors; or (vi) take any action to authorize or effect any of the foregoing actions; Without the application, approval or consent of Company, a receiver, trustee, examiner, liquidator or similar official shall be appointed for Company or any part of its respective property, or a proceeding described in Section 6.1(b)(28.1(B)(4)(v) (Default by Company) shall be instituted against Company and such appointment shall continue undischarged or such proceeding shall continue undismissed or unstayed for a period of sixty (60) consecutive Days or Company shall fail to file timely an answer or other pleading denying the material allegations filed against it in any such proceeding; Company shall fail to perform a material obligation of this Agreement not otherwise specifically referred to in this Section 6.1(b8.1(B) (Default by Company), which failure shall have a material adverse effect on its ability to accept and pay for, or SupplierSeller’s ability to deliver, Grid Services capacity and energy in accordance with the terms of this Agreement and which failure shall continue for forty-five (45) Days after written demand by Supplier Seller for performance thereof; or Company makes any representation or warranty to Supplier Seller required by, or relating to Company’s performance of, this Agreement that is false and misleading in any material respect when made.

Default by Company. The occurrence of any of the following at any time during the Term of this Agreement shall constitute an “Event of Default Default” by Company: : (1) Company shall fail to pay Supplier Seller any amount as and when due under this Agreement (less any amounts disputed in good faith pursuant to Article 12 Section 6.2 (Governing Law; Dispute ResolutionPayment)) and shall fail to remedy such non-payment within forty-five (45) Days after demand therefor from Supplier; Seller; (2) Company shall (i) be dissolved, be adjudicated as bankrupt, or become subject to an order for relief under any federal bankruptcy law; (ii) fail to pay, or admit in writing its inability to pay, its debts generally as they become due; (iii) make a general assignment of substantially all its assets for the benefit of creditors; (iv) apply for, seek, consent to, or acquiesce in the appointment of a receiver, custodian, trustee, examiner, liquidator or similar official for itself or any substantial part of its property; (v) institute any proceedings seeking an order for relief or to EXECUTION VERSIONPuna Geothermal Venture ARTICLE 866 adjudicate it as bankrupt or insolvent, or seeking dissolution, winding up, liquidation, reorganization, arrangement, adjustment or composition of it or its debts under any law relating to bankruptcy, insolvency, reorganization, or relief of debtors; or (vi) take any action to authorize or effect any of the foregoing actions; ; (3) Without the application, approval or consent of Company, a receiver, trustee, examiner, liquidator or similar official shall be appointed for Company or any part of its respective property, or a proceeding described in Section 6.1(b)(28.1(B)(4)(v) (Default by Company) shall be instituted against Company and such appointment shall continue undischarged or such proceeding shall continue undismissed or unstayed for a period of sixty (60) consecutive Days or Company shall fail to file timely an answer or other pleading denying the material allegations filed against it in any such proceeding; ; (4) Company shall fail to perform a material obligation of this Agreement not otherwise specifically referred to in this Section 6.1(b8.1(B) (Default by Company), which failure shall have a material adverse effect on its ability to accept and pay for, or SupplierSeller’s ability to deliver, Grid Services capacity and energy in accordance with the terms of this Agreement and which failure shall continue for forty-five (45) Days after written demand by Supplier Seller for performance thereof; or or (5) Company makes any representation or warranty to Supplier Seller required by, or relating to Company’s performance of, this Agreement that is false and misleading in any material respect when made.