Extended Discussion Sample Clauses

Extended Discussion. “Force Majeure” Provisions‌‌ A “Force Majeure” provision in an energy sale or PPA sets out each party’s respective rights and obligations in the event of an “Act of God” or event beyond the party’s reasonable control. Standard events of Force Majeure include wars and acts of terrorism; earthquakes, hurricanes and other natural disasters; labor strikes; embargos; and any other event or occurrence beyond the reasonable control of a party. Most often, upon the occurrence of a Force Majeure event, the contract will require the party claiming an impact from the event to notify the other party and begin steps to cure or address the event. Following written notice and upon beginning steps to address the impact, the “claiming party” is usually temporarily relieved of its obligations to perform under the contract. If the party claims that the event cannot be remedied and the contract cannot be fulfilled, the Force Majeure provision usually then allows that party to terminate the contract without penalty. In the context of a distributed-generation PPA between a third-party System Owner and a municipal government, where power is delivered from an on-site solar generation system to a municipal host-customer, the parties also may be concerned with moratoriums on the activities contemplated by the contract, events of non-appropriation, and concurrent but conflicting uses. As a result, force majeure provisions in the PPAs we reviewed generally contained standard Force Majeure definitions as well as events that are unique to government contracting. Many PPAs we reviewed included, as events beyond the control of the parties, government moratoriums on any activity related to the PPA and budget non-appropriation events. On the other hand, some PPAs addressed non-appropriation events separately and created alternatives for the parties to address events of non-appropriation, such as selling power to unrelated third parties or utilities, in the event of non-appropriation. In those PPAs, the definition of Force Majeure expressly excluded non- appropriation events. Whether an event of non-appropriation may be considered an event outside of the parties’ control will turn on whether the contracting party is also the budgeting or appropriating party. In circumstances where the customer may not have budgetary control, inclusion of non-appropriations may be appropriate. Similarly, where the definition of Force Majeure included government moratoriums or actions of other governmental au...
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Extended Discussion. Termination of a PPA‌ Before a system is fully installed, connected to the utility meter, and operating, a PPA may be terminated for a variety of causes, such as convenience, failure to obtain necessary permits and approvals, or failure of a system owner to secure financing. These early termination rights are usually set out within specific timeframes, such as 30 or 60 days after the effective date of the PPA and may vary depending upon the parties’ anticipated lead time for securing equipment, conducting due diligence, signing an interconnection agreement, and so forth. When a PPA encompasses multiple sites owned by a single municipality, the parties typically ensure that early termination rights may be exercised in part, as to one or more sites, while leaving the PPA in effect as to remaining customer sites.
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Extended Discussion. Facility Relocation Provisions‌ The needs of a local government, including the need for, or use of, a specific building or facility, may change over time (e.g., a school or government building may be closed or repurposed). While it is unlikely, and inadvisable, that a prospective PPA entrant would seek to enter an agreement for a site that is expected to experience such a change, predicting local needs 10 or 15 years in advance is likely to be difficult. Providers are sensitive to this potential, which represents a risk that their investment in the system could become “stranded” with a change in ownership, use, or closure. The Model PPA template provided in this Toolkit addresses this concern with two provisions. The first allows the power customer to substitute a mutually agreeable replacement site for the facility, and holds the customer responsible for all relocation costs. It likewise provides that should the customer be unable to provide a replacement site, the customer is considered to be in default. In a default event, the customer is obligated to pay for the removal of the system and remit an early termination fee to the system owner, though where available, the system owner may exercise an option to retain the system on-site and sell electricity to another party. In the situation in which the power buyer sells or transfers its real property (that is, the PV system’s location), the PPA template provides several options: • With the system owner’s consent, the customer may assign the agreement to a new owner of the premises after demonstrating that the assignee has the financial ability to meet the purchase obligations; • The customer may elect to purchase the system if the conveyance takes place after the 6th anniversary of the commercial operation date; or • The customer may terminate the PPA and pay an early termination fee This general scenario is likewise laid out in some of the PPAs surveyed for this Toolkit, though several contain additional details related to the specifics of customer-borne costs, replacement site suitability (beyond simple mutual consent) and compensation due to the system owner if the replacement site has inferior insolation that results in lower revenue (i.e., a revised PPA rate that makes the system owner whole for foregone sales). While the PPA template is more general in these areas, the end result is the same; the system owner retains discretion to accept or not accept the substitute site. Further remedies, such as add...
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Related to Extended Discussion

  • Results and Discussion Table 1 (top) shows the root mean square error (RMSE) between the three tests for different numbers of topics. These results show that all three tests largely agree with each other but as the sample size (number of topics) decreases, the agreement decreases. In line with the results found for 50 topics, the randomization and bootstrap tests agree more with the t-test than with each other. We looked at pairwise scatterplots of the three tests at the different topic sizes. While there is some disagreement among the tests at large p-values, i.e. those greater than 0.5, none of the tests would predict such a run pair to have a significant difference. More interesting to us is the behavior of the tests for run pairs with lower p-values. Table 1 (bottom) shows the RMSE among the three tests for run pairs that all three tests agreed had a p-value greater than 0.0001 and less than 0.5. In contrast to all pairs with p-values 0.0001 (Table 1 top), these run pairs are of more importance to the IR researcher since they are the runs that require a statistical test to judge the significance of the per- formance difference. For these run pairs, the randomization and t tests are much more in agreement with each other than the bootstrap is with either of the other two tests. Looking at scatterplots, we found that the bootstrap tracks the t-test very well but shows a systematic bias to produce p-values smaller than the t-test. As the number of topics de- creases, this bias becomes more pronounced. Figure 1 shows a pairwise scatterplot of the three tests when the number of topics is 10. The randomization test also tends to produce smaller p-values than the t-test for run pairs where the t- test estimated a p-value smaller than 0.1, but at the same time, produces some p-values greater than the t-test’s. As Figure 1 shows, the bootstrap consistently gives smaller p- values than the t-test for these smaller p-values. While the bootstrap and the randomization test disagree with each other more than with the t-test, Figure 1 shows that for a low number of topics, the randomization test shows less noise in its agreement with the bootstrap com- pared to the t-test for small p-values.

  • Mutual Discussions The Employer and the Union acknowledge the mutual benefits to be derived from dialogue between the parties and are prepared to discuss matters of common interest.

  • Existing Discussions The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2. The Company also agrees that it will promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries.

  • Informal Discussion If an employee has a problem relating to a work situation, the employee is encouraged to request a meeting with his or her immediate supervisor to discuss the problem in an effort to clarify the issue and to work cooperatively towards settlement.

  • Informal Discussions The employee's concerns will be presented orally by the employee to the appropriate supervisor. Every effort shall be made by all concerned in an informal manner to develop an understanding of the facts and the issues in order to create a climate which will lead to resolution of the problem. If the employee is not satisfied with the informal discussion(s) relative to the matter in question, he/she may proceed to the formal grievance procedure.

  • Effective Date Term Termination and Disconnection 3.1 Effective Date This Agreement shall become effective upon execution by all Parties.

  • DISMISSAL, SUSPENSION AND DISCIPLINE 14 ARTICLE 12 - SENIORITY 16

  • SUSPENSION AND DISCIPLINE 21.01 Discipline may be imposed where just cause exists and will be levied in a timely fashion. Generally, discipline is intended to correct undesirable behaviour or conduct and, where appropriate, shall be progressive in nature. 21.02 Prior to any discipline being imposed, the employee will be given notice in writing to attend a meeting, during which there shall be an opportunity for full discussion between the employee and the employee’s Manager. The notice will contain the subject matter to be discussed at the meeting and the employee shall be advised of his/her right to have an Association representative attend as an advisor. The management representative also has the right to have a labour relations representative attend as an advisor. At the meeting the employee and the Association representative may make representations and ask questions concerning the events and circumstances. Unless otherwise agreed, the unavailability of an advisor will not delay the meeting for more than one (1) working day from the date of notification to the employee. 21.03 When an employee is required to attend a meeting, the purpose of which is to render a disciplinary decision concerning him or her, the employee is entitled to have, at his or her request, a representative of the Association attend the meeting. Where practicable, the employee shall receive a minimum of one (1) day’s notice of such a meeting. The Employer will agree where possible to an additional day of extension where the Association representative is unavailable. 21.04 The employee and the Association representative shall be notified in writing of any disciplinary action except an oral warning, taken against the employee by the Company within a reasonable period of time of that action having been taken. 21.05 When an employee is required to attend a meeting, the purpose of which is to demote or terminate him/her for non-disciplinary reasons, he/she is entitled to have, at his/her request, a representative of the Association attend the meeting. Where practicable, the employee shall receive a minimum of one (1) day’s notice of such a meeting. The Employer will agree where possible to an additional day of extension where the Association representative is unavailable. 21.06 When any discipline is found to be unjustified all documents referring to the discipline imposed shall be removed as soon as reasonably possible from the employee’s record and destroyed. 21.07 NAV CANADA agrees not to introduce as evidence in a hearing relating to disciplinary action any document or written statement concerning the conduct of an employee unless that employee has been provided with a copy of that document or statement within a reasonable period before that hearing. 21.08 Any document or written statement to disciplinary action, which may have been placed on the NAV CANADA file of an employee shall be removed and destroyed after two (2) years have elapsed since the disciplinary action was taken, provided that no further disciplinary action has been recorded during this period. The Employer shall inform the employee in writing of the destruction of any document or written statement related to disciplinary action. 21.09 The NAV CANADA Code of Business Conduct will not be interpreted as restricting an employee from exercising his or her obligations flowing from the ethical standards of the professional body to which the employee belongs. 21.10 NAV CANADA agrees to make available to each employee covered by this agreement the NAV CANADA Code of Business Conduct and any subsequent amendments made thereto. 21.11 Employees who, in good faith, raise a concern or report any clear or suspected illegal, unethical or improper acts or activities shall not be disciplined nor adversely affected as a result of reporting the violation.

  • Discussion of Differences If a difference arises between the Employer and an employee(s) or between the Employer and the Union concerning the interpretation, application, operation or any alleged violation of the Agreement, the employee(s) shall continue to work in accordance with the Agreement until the difference is settled.

  • Discussion Staff has reviewed the proposal relative to all relevant policies and advise that it is reasonably consistent with the intent of the MPS. Attachment B provides an evaluation of the proposed development agreement in relation to the relevant MPS policies.

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