Maintenance, Etc The Company will maintain, preserve and keep, and will cause each Consolidated Subsidiary to maintain, preserve and keep, its properties which are used in the conduct of its business (whether owned in fee or a leasehold interest) in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements and renewals as the Company may determine to be appropriate to the conduct of its business.
Planned Maintenance (a) Subject to any modification or amendment of this Agreement made pursuant to Section 4.2(c) or Section 7.3(d), Planned Maintenance occurring during the Delivery Term shall be coordinated and scheduled in accordance with this Section 9.6. Seller shall perform all Planned Maintenance (including Major Planned Maintenance) in a manner that optimizes the generation and benefits to Buyer of the Contract Energy, Storage Energy, and other Products (e.g., during off-peak periods and low-irradiance periods) and, without limiting the foregoing, either
(i) outside of Daylight Hours or (ii) during the months of October and November only, during Daylight Hours; provided, however, that the foregoing restrictions shall not apply to any Planned Maintenance that Seller is required to perform pursuant to any applicable manufacturer warranty that cannot reasonably be performed by Seller subject to such restrictions.
(b) Seller shall deliver to Buyer a proposed schedule for Planned Maintenance in respect of each Contract Year (“Planned Maintenance Schedule”) no later than ninety (90) Days before the start of such Contract Year. Planned Maintenance Schedules submitted by Seller shall
(i) comply with the second sentence of Section 9.6(a) and (ii) include reasonably detailed descriptions of the Planned Maintenance to be performed, the Days and times in which each type of Planned Maintenance is scheduled to be performed, the estimated amount(s) of Contract Capacity and Storage Capacity that will be unavailable due to Planned Maintenance and the total number of hours that Seller expects that the Contract Capacity and Storage Capacity will be unavailable due to Planned Maintenance. The general form for the Planned Maintenance Schedule is set forth in Schedule 9.6. (The Planned Maintenance descriptions reflected in the general form set forth in Schedule 9.6 are provided for indicative purposes only, and are not necessarily representative of the detail, time periods, or certainty required for a Planned Maintenance Schedule hereunder.)
(c) Buyer shall have the right to disapprove, in its reasonable discretion (provided that Buyer shall have the right to disapprove, in its sole and absolute discretion, any Planned Maintenance proposed by Seller that is inconsistent with the terms of this Agreement), any Planned Maintenance set out in any Planned Maintenance Schedule proposed by Seller for any Contract Year, except for any Planned Maintenance that (i) is scheduled to occur outside of Daylight Hours or during Daylight Hours during the months of October and November or (ii) Seller is required to perform pursuant to any applicable manufacturer warranty and that is scheduled to occur in compliance with Section 9.6(a). If Seller submits its Planned Maintenance Schedule for a Contract Year in accordance with the requirements of this Agreement and Buyer does not disapprove of any Planned Maintenance set out in such Planned Maintenance Schedule by sixty (60) days after submission, then such Planned Maintenance Schedule shall be deemed approved. If Buyer, in the exercise of its discretion as set forth above, disapproves any Planned Maintenance in such Planned Maintenance Schedule within the applicable time period specified above after its submission, Buyer shall notify Seller and the Parties shall use Commercially Reasonable Efforts to agree upon and finalize a mutually acceptable Planned Maintenance Schedule for the applicable Contract Year. Seller shall conduct Planned Maintenance during such Contract Year only in accordance with an agreed Planned Maintenance Schedule; provided, however, that Seller may (A) move Planned Maintenance included in an agreed Planned Maintenance Schedule that is not Major Planned Maintenance, so long as such move is consistent with the terms of this Agreement (including the second sentence of Section 9.6(a)) or, with respect to Major Planned Maintenance, if such Major Planned Maintenance is scheduled to occur outside of Daylight Hours or during Daylight Hours during the months of October and November and (B) schedule and perform Planned Maintenance not reflected in the Planned Maintenance Schedule so long as such Planned Maintenance is scheduled to be performed outside of Daylight Hours or during Daylight Hours during the months of October and November and Seller provides Buyer at least two (2) weeks’ prior written notice of such Planned Maintenance; provided further that Buyer shall have the right to advise Seller of periods when Buyer prefers, based on solar irradiance, supply, market and other conditions, that any Major Planned Maintenance be deferred, and Seller shall use Commercially Reasonable Efforts to comply with such request.
(d) Seller shall use Commercially Reasonable Efforts to complete any Planned Maintenance and place the Facility back into full commercial operation as soon as reasonably possible. If Seller determines that any Planned Maintenance scheduled in an agreed Planned Maintenance Schedule no longer needs to be completed or will not consume the entire time scheduled therefor in the agreed Planned Maintenance Schedule, Seller shall provide (i) a Generation Forecast to Buyer reflecting the forecasted amount of Delivered Energy during each affected interval that takes into account such change and (ii) in the case of any Major Planned Maintenance, a written notice declaring the cessation and termination of the applicable Major Planned Maintenance period (in which event, the Major Planned Maintenance period shall terminate in accordance with the terms of such Generation Forecast and written notice).
Installation, Maintenance, Testing and Repair Unless otherwise agreed in writing by the Parties, to the extent required by Applicable Law, Interconnection provided by a Party shall be equal in quality to that provided by such Party to itself, any subsidiary, affiliates or third party. If either Party is unable to fulfill its obligations under this Section 14.2, it shall notify the other Party of its inability to do so and will negotiate alternative intervals in good faith. The Parties agree that to the extent required by Applicable Law, the standards to be used by a Party for isolating and clearing any disconnections and/or other outages or troubles shall be at parity with standards used by such Party with respect to itself, any subsidiary, affiliate or third party.
System Maintenance The Trust understands that USBFS will perform periodic maintenance to the System(s), which may cause temporary service interruptions. To the extent possible, USBFS shall notify the Trust of all planned outages and will perform any necessary maintenance during non-business hours.
Operating and Maintenance Expenses Subject to the provisions herein addressing the use of facilities by others, and except for operations and maintenance expenses associated with modifications made for providing interconnection or transmission service to a third party and such third party pays for such expenses, Developer shall be responsible for all reasonable expenses including overheads, associated with: (1) owning, operating, maintaining, repairing, and replacing Developer Attachment Facilities; and (2) operation, maintenance, repair and replacement of Connecting Transmission Owner’s Attachment Facilities. The Connecting Transmission Owner shall be entitled to the recovery of incremental operating and maintenance expenses that it incurs associated with System Upgrade Facilities and System Deliverability Upgrades if and to the extent provided for under Attachment S to the NYISO OATT.
Property Maintenance Maintain all of its property that is necessary to or useful in the proper conduct of its business in good working condition, ordinary wear and tear excepted.
Installation and Maintenance Except for the bi‐directional and production metering equipment owned by the City, all equipment on Customer’s side of the delivery point, including the required disconnect device, shall be provided and maintained in satisfactory operating condition by Customer and shall remain the property and responsibility of the Customer. The City will bear no responsibility for the installation or maintenance of Customer’s equipment or for any damage to property as a result of any failure or malfunction thereof. The City shall not be liable, directly or indirectly for permitting or continuing to allow the interconnection of the Facility or for the acts or omissions of Customer or the failure or malfunction of any equipment of Customer that causes loss or injury, including death, to any party.
Maintenance & Repairs 5.1 Lessee shall at all times be responsible for maintaining at its own expense the leased premises in a clean, orderly and safety condition, except as hereinafter provided. Lessee shall be responsible, at its own expense, to clean and maintain all trade fixtures, machinery and equipment furnished by Lessee within the leased premises. Lessee shall be responsible to deposit normal office waste and rubbish at a location at the Central School as designated by Lessor.
5.2 Lessee shall be responsible to perform all repairs the need for which is caused by Xxxxxx's use of the premises except that Lessor shall be responsible to perform major repairs of a structural nature. Lessor shall be responsible to arrange for removal of waste and rubbish from the location designated as the deposit location for lessees. All costs incurred by Lessor pursuant to the obligations of this Paragraph shall be included within "operating costs".
5.3 Lessor shall provide custodian services for the common areas of Central School. Costs incurred by Lessor in providing such custodian services shall be included within "operating costs".
Operating and Maintenance Costs The Participating Generator shall be responsible for all its costs incurred in connection with operating and maintaining the Generating Units identified in Schedule 1 for the purpose of meeting its obligations under this Agreement.
Maintenance Outages If Seller reasonably determines that it is necessary to schedule a Maintenance Outage, Seller shall notify Buyer of the proposed Maintenance Outage at least five (5) days before the outage begins (or such shorter period to which Buyer may reasonably consent in light of then existing conditions). Upon such notice, the Parties shall plan the Maintenance Outage to mutually accommodate the reasonable requirements of Seller and the service obligations of Buyer; provided, however, that, unless Buyer otherwise consents, such consent not to be unreasonably withheld, no Maintenance Outage may be scheduled between the hour ending 0700 through the hour ending 2200, Monday through Saturday, during the time period commencing on May 15 and concluding on September 15. Notice of a proposed Maintenance Outage shall include the expected start date and time of the outage, the amount of Capacity of the Facility that will not be available, and the expected completion date and time of the outage. Seller shall give Buyer notice of the Maintenance Outage as soon as Seller determines that the Maintenance Outage is necessary. Buyer shall promptly respond to such notice and may request reasonable modifications in the schedule for the outage. Seller shall use all reasonable efforts to comply with any request to modify the schedule for a Maintenance Outage. Seller shall notify Buyer of any subsequent changes in Capacity available to Buyer or any changes in the Maintenance Outage completion date and time. As soon as practicable, any notifications given orally shall be confirmed in writing. Seller shall take all reasonable measures and exercise its best efforts in accordance with Prudent Electrical Practices to minimize the frequency and duration of Maintenance Outages.
