Environmental Attributes and Federal Tax Incentives Sample Clauses

Environmental Attributes and Federal Tax Incentives. All Environmental Attributes at any time allocated to the Facility and/or associated with Net Energy produced from the Facility shall remain with and be the sole property of the Seller, absent exercise by Buyer of its rights to purchase Environmental Attributes pursuant to Section 3.9. Seller shall retain any and all state and federal production tax credits, any investment tax credits, tax incentives, or tax grants, and any other tax credits, tax incentives or tax grants which are or will be generated by the Facility.
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Environmental Attributes and Federal Tax Incentives. Seller shall retain any and all Environmental Attributes and Renewable Energy Certificates, state and federal production tax credits, any investment tax credits, tax incentives, or tax grants, and any other tax credits, tax incentives or tax grants which are or will be generated by the Facility.
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Environmental Attributes and Federal Tax Incentives. As applicable, RE Cs and other Environmental Attributes at any time allocated to the Facility and/ or associated with Net Energy produced from the Facility shall be transferred to Buyer as provided herein in association with the sale of the Net Energy; provided, however, Seller shall retain any and all state and federal production tax credits, any investment tax credits, tax incentives, or tax grants, and any other tax credits, tax incentives or tax grants which are or will be generated EKECUTION VERSION Attributes for each year of the Term as set forth in Attachment C (the "Contract Quantity"); provided that the Contract Quantity for Net Energy shall be reduced on an equitable basis due to any of the following: Interconnecting Utility outages, Buyer's inability to accept Net Energy, any directive of SCE&G Transmission or other curtailments pursuant to Section 5.1(f), and any events of Force Majeure. If, starting with the second Contract Year, the Facility fails to deliver eighty-five percent (85 /0) of the Contract Quantity (as adjusted, and regarding Net Energy and RECs, as applicable) in any particular Contract Year (the "Guaranteed Energy and REC Production"), then a shortfall of Net Energy and, as applicable, RECs with respect to such Contract Year equal to the difference between the Guaranteed Energy and REC Production and the Net Energy actually delivered and the RECs actually Delivered, as applicable (a "Shortfall") shall be deemed to exist, and Seller shall pay to Buyer in respect of such Shortfall an amount equal to the positive difference in cost (above the Net Energy Rate) of acquiring replacement Net Energy and RECs, as applicable, multiplied by one hundred and twenty percent (120 /o) (dPerformance Liquidated Damages"), which Performance Liquidated Damages shall be paid on the monthly payment date immediately succeeding the Contract Year for which Xxxxxx's obligation to pay such amounts arose. Notwithstanding the foregoing, and excluding in all respects the final Contract Year of the Term, Seller's maximum payment obligation for Performance Liquidated Damages for any Contract Year during the Term shall be two million dollars ($2,000,000) (the "Annual LD Payment Cap"); provided that any unpaid Performance Liquidated Damages (including such amounts in excess of the Annual LD Payment Cap) for such Contract Year shall carry over into the immediately following Contract Year and be used to set off any amounts owed by Buyer to Seller under this Agree...
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Environmental Attributes and Federal Tax Incentives. As applicable, RECs and other Environmental Attributes at any time allocated to the Facility and/or associated with Net Energy produced from the Facility shall be transferred to Buyer as provided herein in t ltl lthth I lth ~ tE Sy;p lddh Sll hll tl~ y dtt did«lp d tl t dlt, y t tt«dlt t l tl, t grants, and any other tax credits, tax incentives or tax grants which are or will be generated by the Facility. As applicable, prior to the initial delivery of Test Energy to Buyer, Seller, at its expense, shall register the Facility, and throughout the Term, the RECs generated by the Facility, with the Tracking System directed by Xxxxx to Seller, and Seller, at its expense, shall take all actions necessary to ensure that all RECs generated by the Facility are promptly recorded on such Tracking System and promptly transferred to the account of Buyer on such Tracking System. Upon either Party's receipt of notice from an Administrator that the transfer of RE Cs pursuant to this Agreement will not be recognized or Delivery was not made as required, that Party will immediately so notify the other Party, providing a copy of such notice, and both Parties will cooperate, as applicable, in taking such actions as are necessary and commercially reasonable to cause such transfer to be recognized and such RECs Delivered. Upon Xxxxx's reasonable request from time to time, Seller will execute and deliver any instrument of sale, transfer, assignment, or release which Buyer determines is necessary or desirable to complete Delivery.
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Environmental Attributes and Federal Tax Incentives. Seller shall retain any and all Environmental Attributes and Renewable Energy Certificates, state and federal production tax credits, any investment tax credits, tax incentives, or tax grants, and any other tax credits, tax incentives or tax grants which are or will be generated by the Facility. ELECTRONICALLY FILED - 2021 June 7 6:26 PM - SCPSC - Docket # 2021-88-E - Page 19 of 150
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Environmental Attributes and Federal Tax Incentives. Seller shall retain any and all Environmental Attributes and Renewable Energy Certificates, state and ELECTRONICALLY FILED - 2021 June 7 6:26 PM - SCPSC - Docket # 2021-88-E - Page 92 of 150 Effective On, During, and After the First Billing Cycle of January 2020 Pursuant to Public Service Commission of South Carolina Order No. 2019-847 federal production tax credits, any investment tax credits, tax incentives, or tax grants, and any other tax credits, tax incentives or tax grants which are or will be generated by the Facility.
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Related to Environmental Attributes and Federal Tax Incentives

  • State and Federal Taxes As Contractor is not County’s employee, Contractor is responsible for paying all required state and federal taxes. In particular: a. County will not withhold FICA (Social Security) from Contractor’s payments; b. County will not make state or federal unemployment insurance contributions on behalf of Contractor. c. County will not withhold state or federal income tax from payment to Contractor. d. County will not make disability insurance contributions on behalf of Contractor. e. County will not obtain workers’ compensation insurance on behalf of Contractor.

  • Federal, State and Local Taxes Unless otherwise specified, the proposal price shall include all applicable federal, state and local taxes. Contractor shall pay all taxes lawfully imposed on it with respect to any product or service delivered in accordance with this Agreement. City is exempt from state sales or use taxes and federal excise taxes for direct purchases. These taxes shall not be included in the Agreement. Upon request, City shall provide to the Contractor a certificate of tax exemption. City makes no representation as to the exemption from liability of any tax imposed by any governmental entity on the Contractor.

  • Tax Returns and Tax Payments (i) The Company has timely filed with the appropriate taxing authorities all Tax Returns required to be filed by it (taking into account all applicable extensions). All such Tax Returns are true, correct and complete in all respects. All Taxes due and owing by the Company has been paid (whether or not shown on any Tax Return and whether or not any Tax Return was required). The Company is not currently the beneficiary of any extension of time within which to file any Tax Return or pay any Tax. No claim has ever been made in writing or otherwise addressed to the Company by a taxing authority in a jurisdiction where the Company does not file Tax Returns that it is or may be subject to taxation by that jurisdiction. The unpaid Taxes of the Company did not, as of the Company Balance Sheet Date, exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the face of the financial statements (rather than in any notes thereto). Since the Company Balance Sheet Date, neither the Company nor any of its subsidiaries has incurred any liability for Taxes outside the ordinary course of business consistent with past custom and practice. As of the Closing Date, the unpaid Taxes of the Company and its subsidiaries will not exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the books and records of the Company. (ii) No material claim for unpaid Taxes has been made or become a lien against the property of the Company or is being asserted against the Company, no audit of any Tax Return of the Company is being conducted by a tax authority, and no extension of the statute of limitations on the assessment of any Taxes has been granted by the Company and is currently in effect. The Company has withheld and paid all Taxes required to have been withheld and paid in connection with amounts paid or owing to any employee, independent contractor, creditor, stockholder or other third party. (iii) As used herein, “Taxes” shall mean all taxes of any kind, including, without limitation, those on or measured by or referred to as income, gross receipts, sales, use, ad valorem, franchise, profits, license, withholding, payroll, employment, excise, severance, stamp, occupation, premium value added, property or windfall profits taxes, customs, duties or similar fees, assessments or charges of any kind whatsoever, together with any interest and any penalties, additions to tax or additional amounts imposed by any governmental authority, domestic or foreign. As used herein, “Tax Return” shall mean any return, report or statement required to be filed with any governmental authority with respect to Taxes.

  • How Are Distributions from a Xxxx XXX Taxed for Federal Income Tax Purposes Amounts distributed to you are generally excludable from your gross income if they (i) are paid after you attain age 59½, (ii) are made to your beneficiary after your death, (iii) are attributable to your becoming disabled, (iv) subject to various limits, the distribution is used to purchase a first home or, in limited cases, a second or subsequent home for you, your spouse, or you or your spouse’s grandchild or ancestor, or (v) are rolled over to another Xxxx XXX. Regardless of the foregoing, if you or your beneficiary receives a distribution within the five-taxable-year period starting with the beginning of the year to which your initial contribution to your Xxxx XXX applies, the earnings on your account are includable in taxable income. In addition, if you roll over (convert) funds to your Xxxx XXX from another individual retirement plan (such as a Traditional IRA or another Xxxx XXX into which amounts were rolled from a Traditional IRA), the portion of a distribution attributable to rolled-over amounts which exceeds the amounts taxed in connection with the conversion to a Xxxx XXX is includable in income (and subject to penalty tax) if it is distributed prior to the end of the five-tax-year period beginning with the start of the tax year during which the rollover occurred. An amount taxed in connection with a rollover is subject to a 10% penalty tax if it is distributed before the end of the five-tax-year period. As noted above, the five-year holding period requirement is measured from the beginning of the five-taxable-year period beginning with the first taxable year for which you (or your spouse) made a contribution to a Xxxx XXX on your behalf. Previously, the law required that a separate five-year holding period apply to regular Xxxx XXX contributions and to amounts contributed to a Xxxx XXX as a result of the rollover or conversion of a Traditional IRA. Even though the holding period requirement has been simplified, it may still be advisable to keep regular Xxxx XXX contributions and rollover/ conversion Xxxx XXX contributions in separate accounts. This is because amounts withdrawn from a rollover/conversion Xxxx XXX within five years of the rollover/conversion may be subject to a 10% penalty tax. As noted above, a distribution from a Xxxx XXX that complies with all of the distribution and holding period requirements is excludable from your gross income. If you receive a distribution from a Xxxx XXX that does not comply with these rules, the part of the distribution that constitutes a return of your contributions will not be included in your taxable income, and the portion that represents earnings will be includable in your income. For this purpose, certain ordering rules apply. Amounts distributed to you are treated as coming first from your non-deductible contributions. The next portion of a distribution is treated as coming from amounts which have been rolled over (converted) from any non-Xxxx IRAs in the order such amounts were rolled over. Any remaining amounts (including all earnings) are distributed last. Any portion of your distribution which does not meet the criteria for exclusion from gross income may also be subject to a 10% penalty tax. Note that to the extent a distribution would be taxable to you, neither you nor anyone else can qualify for capital gains treatment for amounts distributed from your account. Similarly, you are not entitled to the special five- or ten- year averaging rule for lump-sum distributions that may be available to persons receiving distributions from certain other types of retirement plans. Rather, the taxable portion of any distribution is taxed to you as ordinary income. Your Xxxx XXX is not subject to taxes on excess distributions or on excess amounts remaining in your account as of your date of death. You must indicate on your distribution request whether federal income taxes should be withheld on a distribution from a Xxxx XXX. If you do not make a withholding election, we will not withhold federal or state income tax. Note that, for federal tax purposes (for example, for purposes of applying the ordering rules described above), Xxxx IRAs are considered separately from Traditional IRAs.

  • How Are Contributions to a Xxxx XXX Reported for Federal Tax Purposes You must file Form 5329 with the IRS to report and remit any penalties or excise taxes. In addition, certain contribution and distribution information must be reported to the IRS on Form 8606 (as an attachment to your federal income tax return.)

  • Certification as Small Contractor or Minority Business Enterprise This paragraph was intentionally left blank.

  • Accounting, Tax and Regulatory Matters Each Owner and the Company, -------------------------------------- jointly and severally, represents and warrants to Premiere that neither the Company, any Owner nor any Affiliate thereof has taken or agreed to take any action or has any knowledge of any fact or circumstance that is reasonably likely to (i) prevent the Merger from qualifying for pooling-of-interests accounting treatment or as a reorganization within the meaning of Section 368(a) of the Code, or (ii) materially impede or delay receipt of any consents referred to in Section 5.6 of the Uniform Terms or result in the imposition of a condition or restriction of the type referred to in the last sentence of such Section.

  • Tax and Accounting Consequences (a) It is intended by the parties hereto that the Merger shall constitute a reorganization within the meaning of Section 368 of the Code. The parties hereto adopt this Agreement as a "plan of reorganization" within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Income Tax Regulations. (b) It is intended by the parties hereto that the Merger shall be treated as a purchase for accounting purposes.

  • Tax Examinations Abroad 1. A Contracting Party may allow representatives of the competent authority of the other Contracting Party to enter the territory of the first-mentioned Party to interview individuals and examine records with the written consent of the persons concerned. The competent authority of the second-mentioned Party shall notify the competent authority of the first-mentioned Party of the time and place of the meeting with the individuals concerned. 2. At the request of the competent authority of one Contracting Party, the competent authority of the other Contracting Party may allow representatives of the competent authority of the first-mentioned Party to be present at the appropriate part of a tax examination in the second-mentioned Party. 3. If the request referred to in paragraph 2 is acceded to, the competent authority of the Contracting Party conducting the examination shall, as soon as possible, notify the competent authority of the other Party about the time and place of the examination, the authority or official designated to carry out the examination and the procedures and conditions required by the first-mentioned Party for the conduct of the examination. All decisions with respect to the conduct of the tax examination shall be made by the Party conducting the examination.

  • Income Tax Return Information Each Company will provide to the other Company information and documents relating to their respective Groups required by the other Company to prepare Tax Returns. The Responsible Company shall determine a reasonable compliance schedule for such purpose in accordance with Distributing Co.'s past practices. Any additional information or documents the Responsible Company requires to prepare such Tax Returns will be provided in accordance with past practices, if any, or as the Responsible Company reasonably requests and in sufficient time for the Responsible Company to file such Tax Returns on a timely basis.

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