Financial Operations of Charter School
Financial Operations of Charter School Sample Clauses
Related to Financial Operations of Charter School
Interim Operations During the period from the date of execution of this Agreement and ending on the earlier of the Effective Time and the termination of this Agreement, except with the prior written consent of the Offeror, acting reasonably, and except as otherwise required by law or expressly permitted or specifically contemplated by this Agreement: (a) Caza covenants and agrees that its business shall be conducted only in the usual and ordinary course of business consistent with past practices, and it shall use all commercially reasonable efforts to maintain and preserve its business, assets and advantageous business relationships. Caza shall consult with the Offeror in respect of its ongoing business and affairs and keep the Offeror apprised of all material developments relating thereto; (b) Caza shall not, directly or indirectly, do or permit to occur any of the following: (i) amend its constating documents; (ii) issue (other than on exercise or surrender of currently outstanding Caza Options), grant, sell or pledge or agree to issue, grant, sell or pledge any securities of Caza, or securities convertible into or exchangeable or exercisable for, or otherwise evidencing a right to acquire, securities of Caza; (iii) redeem, purchase or otherwise acquire any of its outstanding securities, except as permitted pursuant to the terms thereof or as permitted in accordance with or contemplated by this Agreement; (iv) split, combine or reclassify any of its securities; (v) adopt a plan of liquidation or resolutions providing for the liquidation, dissolution, merger, consolidation or reorganization of Caza; (vi) declare, set aside or pay any dividend or other distribution or payment (whether in cash shares or property) in respect of its outstanding securities without the consent of the Offeror, which consent may be withheld in the Offeror’s sole and absolute discretion; or (vii) enter into or modify any contract, agreement, commitment or arrangement with respect to any of the foregoing except as otherwise permitted or contemplated by this Agreement; (c) except for transactions disclosed in the Disclosure Letter, Caza will not, and will not permit any of its subsidiaries to, directly or indirectly, do any of the following other than as contemplated by this Agreement or pursuant to commitments entered into prior to the date of this Agreement and disclosed to the other party in writing or otherwise disclosed to the other party, without the prior consent of the other party, such consent not to be unreasonably withheld: (i) sell, pledge, dispose of or encumber any assets, except in the ordinary course of business; (ii) expend or commit to expend any amounts in respect of capital expenses, excluding certain expenditures which may be agreed to, from time to time, by the Offeror in writing, which for greater certainty, shall not be subject to the covenants set forth in this Section 7.1(c); (iii) reorganize, amalgamate, merge or otherwise continue with any other Person, corporation, partnership or other business organization whatsoever; (iv) acquire (by merger, amalgamation, consolidation or acquisition of shares or assets) any corporation, partnership or other business organization or division thereof, or, except for investments in securities made in the ordinary course of business, make any investment, either by purchase of shares or securities, contributions of capital (other than to subsidiaries), property transfer, or, except in the ordinary course of business, purchase any property or assets of any other individual or entity; (v) incur any indebtedness for borrowed money or any other material liability or obligation or issue any debt securities or assume, guarantee, endorse or otherwise as an accommodation become responsible for, the obligation of any other individual or entity, or make any loans or advances;
Commercial Operation (i) On or before December 31, 2021, Interconnection Customer must demonstrate commercial operation of all generating units. Demonstrating commercial operation includes achieving Initial Operation in accordance with Section 1.4 of Appendix 2 to this ISA and making commercial sales or use of energy, as well as, if applicable, obtaining capacity qualification in accordance with the requirements of the Reliability Assurance Agreement Among Load Serving Entities in the PJM Region.
