Deficiency Payments Clause Samples
The Deficiency Payments clause establishes the obligation of a party to pay the difference when the proceeds from the sale of collateral or secured assets are insufficient to cover the full amount owed under an agreement. In practice, if a borrower defaults and the lender repossesses and sells the collateral, but the sale does not generate enough funds to satisfy the outstanding debt, the borrower must pay the remaining balance, known as the deficiency. This clause ensures that the lender can recover the total amount due, thereby allocating the risk of insufficient collateral value to the borrower and providing a clear mechanism for addressing shortfalls.
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Deficiency Payments. (a) As soon as practicable following the end of each calendar month under this Agreement, the Logistics Entity shall deliver to the Refining Entity a written notice (the “Deficiency Notice”) detailing any failure of the Refining Entity to meet its obligations under Section 2(a), Section 2(b)(i), Section 2(b)(ii), Section 2(c), Section 2(d), Section 2(i), Section 2(k), Section 2(l) or Section 8(c) of this Agreement. The Deficiency Notice shall (i) specify in reasonable detail the nature of any deficiency and (ii) specify the approximate dollar amount that the Logistics Entity believes would have been paid by the Refining Entity to the Logistics Entity if the Refining Entity had complied with its obligations under Section 2(a), Section 2(b)(i), Section 2(b)(ii), Section 2(c), Section 2(d), Section 2(h), Section 2(i), Section 2(k), Section 2(l) and Section 8(c) of this Agreement (the “Deficiency Payment”). The Refining Entity shall pay the Deficiency Payment to the Logistics Entity upon the later of: (i) ten (10) days after its receipt of the Deficiency Notice and (ii) thirty (30) days following the end of the calendar month during which the Deficiency Notice was delivered.
(b) If the Refining Entity disagrees with the Deficiency Notice, then, following the payment of the undisputed portion of the Deficiency Payment to the Logistics Entity, a senior officer of the Refining Entity and a senior officer of the Logistics Entity shall meet or communicate by telephone at a mutually acceptable time and place, and thereafter as often as they reasonably deem necessary and shall negotiate in good faith to attempt to resolve any differences that they may have with respect to matters specified in the Deficiency Notice. If such differences are not resolved within thirty (30) days following the payment of any Deficiency Payment, the Refining Entity and the Logistics Entity shall, within forty-five (45) days following the payment of such Deficiency Payment, submit any and all matters which remain in dispute and which were properly included in the Deficiency Notice to arbitration in accordance with Section 13. During the 60-day period following the receipt of the Deficiency Notice, the Refining Entity shall have the right to inspect and audit the working papers of the Logistics Entity relating to such Deficiency Payment.
(c) If it is determined by arbitration in accordance with Section 13 that the Refining Entity was required to make any or all of the disputed portion of the...
Deficiency Payments. Beginning on the Commencement Date and continuing thereafter during the First Period of the Term of this Agreement, Shipper’s Volume Commitment (in barrels) for a month or part of a month (“Contract Month”) shall be determined by multiplying the daily Volume Commitment by the number of days in such Contract Month. Shipper agrees to pay Carrier the Tariff Rate (upon invoice at the end of each calendar quarter) for any Volume Deficiency (the positive difference of subtracting the Barrels which Shipper has Tendered for a Contract Month from Shipper’s Volume Commitment for such Contract Month) remaining after crediting volumes in excess of the Volume Commitment for such quarter against such Volume Deficiencies. For avoidance of doubt, Volume Deficiencies occurring during any Contract Month during a calendar quarter may be made up utilizing volume credits arising during any other Contract Month in the same calendar quarter. There shall be no carryover volume credits or makeup of Volume Deficiencies between or among different calendar quarters except as follows:
(i) if a Volume Deficiency occurs as a result of an event of Force Majeure, then Shipper’s Volume Deficiency shall be reduced to the extent that Shipper’s deliveries are directly affected by such event of Force Majeure. In addition, In the event Carrier’s obligations or services are directly affected by an event of Force Majeure, such obligations or services of Carrier shall be relieved for the duration of such Force Majeure event. If there are any such reductions of the Volume Deficiency due to Force Majeure, the First Period shall be extended by the number of days required to achieve the cash revenue equal to or greater than the deficiency payment otherwise required by this provision, “Force Majeure” means an event beyond the reasonable control of the party affected which unexpectedly impedes such party’s performance hereunder, which shall include without limitation an act of God, fire, flood, war, military action or act of public enemy, national emergency, blackout or other failure of utilities, general failure of the banking or postal system, vandalism or other criminal acts, acts of terrorism, quarantine, the authority of law, strikes, riots, civil disorder, or action, requisition or necessity of a government entity.
(ii) If a Volume Deficiency occurs as a result of planned outages under the Refinery Operating Plan , then Shipper’s Volume Deficiency shall be reduced to the extent that Shipper’s deli...
Deficiency Payments. Except as provided in Section 5.2(d), if a Quarterly Deficiency Volume exists as of the end of any Quarter, then Shipper shall pay to Carrier an amount equal to the product of (i) the Quarterly Deficiency Volume for such Quarter and (ii) the Throughput Fee in effect for such Quarter (such product being the “Deficiency Payment”). Any Deficiency Payment due by Shipper hereunder shall be paid by Shipper as provided in Article 6.
Deficiency Payments. 9.1 As soon as practicable following the end of each Contract Year under this Agreement SPMT shall deliver to PES a written notice (the “Deficiency Notice”) detailing any failure of PES to meet the Minimum Volume Commitment for that Contract Year. The Deficiency Notice shall (1) specify in reasonable detail the nature of any deficiency (including identifying which provision of the Agreement has not been satisfied) and (2) specify the approximate dollar amount that SPMT believes would have been paid by PES to SPMT if PES had throughput the Minimum Volume Commitment (the “Deficiency Payment”). PES shall pay the Deficiency Payment to SPMT within 10 days of its receipt of the Deficiency Notice. For avoidance of doubt, the Parties acknowledge and agree that any failure of PES to throughput the Minimum Volume Commitment set forth herein, directly resulting from an event of Force Majeure declared by PES or SPMT or a breach of this Agreement by SPMT, shall not constitute a failure of PES to meet its obligations hereunder nor shall the same be included in the Deficiency Notice or Deficiency Payment.
9.2 If PES disagrees with the Deficiency Notice, then following the payment of the Deficiency Payment to SPMT, appropriate, authorized representatives of PES and SPMT shall meet or communicate by telephone at a mutually acceptable time and place, and thereafter as often as they reasonably deem necessary and shall negotiate in good faith to attempt to resolve any difference that they may have with respect to matters specified in the Deficiency Notice. During the 30-day period following the payment of the Deficiency Payment, PES shall have access to the working papers of SPMT relating to the Deficiency Notice. If it is finally determined pursuant to this Section 9 that PES is not required to make any or all of the Deficiency Payment (the “Refund”), SPMT shall promptly pay to PES the Refund in immediately available funds including interest accrued at the Interest Rate. ** Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
9.3 To the extent that (i) a Deficiency Payment is made with respect to a Contract Year and (ii) there is throughput in excess of the Minimum Volume Commitment in the immediately following Contract Year (“Excess Throughput”), then PES will receive a credit for such Excess Throughput in an amount up to the amo...
Deficiency Payments. Notwithstanding anything to the contrary contained in this Section 2.04 or in any other provision in this Agreement, if, on any day prior to the Collection Date, a Facility Deficiency shall have occurred, then the Borrower shall remit to the respective Lenders no later than the close of business of such Lender on such day (or if such day is not a Business Day, no later than the close of business of such Lender on the next succeeding Business Day), (i) so long as no Termination Event or Event of Default shall have occurred and be continuing, the amount required to eliminate any Facility Deficiency or (ii) if any Termination Event or Event of Default shall have occurred and is continuing, the entire outstanding Facility Amount, first to the Class A Notes until paid in full, and then to the Class B Notes until paid in full.
Deficiency Payments. If Xerox shall not have deposited into the Payment Account the amount required to be paid by it pursuant to any of Section 2.17(b), Article V or Section 6.04 or Section 6.05 of the Sale and Contribution Agreement in respect of any Financing Contract, then Borrower shall, within one (1) Business Day after such payment was required to be paid into the Payment Account pursuant to the Sale and Contribution Agreement, deposit into the Payment Account an amount equal to the excess of the aggregate amount which would have been distributed to any of the Controlled Accounts in accordance with the terms of the Allocation Agreement and Payment Account Agreement if Xerox had made the required deposit over the amount, if any, deposited by Xerox into the Payment Account.
Deficiency Payments. On the day the Trustee receives a Deficit Interest Related Payment from the Contract Administrator, the Trustee shall establish a Special Record Date and pay the same to the Certificateholders entitled thereto in accordance with their respective Percentage Interests. On the day the Trustee receives a Deficiency Payment, other than a Deficit Interest Related Payment, from the Contract Administrator, the Trustee shall pay the same to the Certificateholders entitled thereto in accordance with their respective Percentage Interests.
Deficiency Payments. Section 9.4 of the Agreement is hereby amended and restated as follows:
Deficiency Payments. DB1/ 133359858.1 Notwithstanding anything to the contrary in Article 10 of the Agreement, HFRM and HEP Operating agree that deficiency payments with respect to the ▇▇▇▇▇▇▇▇ Assets will be credited against any payments owed by HFRM in the following four Contract Quarters in excess of the Minimum Commitment for such Calendar Quarters; provided, however, that HFRM will not receive credit for any deficiency payment in any of the following four Contract Quarters until it has met the Minimum Commitment in the succeeding Contract Quarter.
Deficiency Payments. 7 UNLOADING AND BLENDING SERVICES AGREEMENT (ARTESIA)