O&M Agreement. The Parties agree to negotiate in good faith to finalize by the Document Completion Date, and prior to the Closing Date execute and deliver an agreement (“O&M Agreement”) for the performance by an Affiliate of Ashtabula III (“O&M Provider”) of certain operation and maintenance services (“O&M Services”) for the Ashtabula III Project as described in Schedule B attached hereto. The O&M Agreement shall be in substantially the same form as that which was entered into by FPL Energy Operating Services, Inc. and OTP, effective as of October 9, 2008 (as amended and/or restated as of the Effective Date, the “Ashtabula I O&M Agreement”), and shall contain the following terms and conditions:
(i) The O&M Provider shall perform the O&M Services for five (5) years from the Closing Date, subject to OTP’s right to terminate for convenience on 60 days’ notice.
(ii) All costs incurred by the O&M Provider shall be allocated on a “Pro Rata Share” basis (as defined in the Ashtabula I O&M Agreement), as amended to reflect OTP’s ownership in the Ashtabula III Project.
(iii) In addition to reimbursement of costs, OTP shall pay the O&M Provider an annual fee equal to $[**], subject to annual escalation for changes in an agreed index of inflation, substantially similar to the escalation of the annual fee provided for in the Ashtabula I O&M Agreement.
(iv) The total aggregate liability of O&M Provider to OTP for all liability arising out of or in connection with the O&M Agreement shall be as set forth in Section 9.3 of the Ashtabula I O&M Agreement.
(v) The O&M Provider’s obligations under the O&M Agreement shall be conditioned upon closing of the acquisition of the Ashtabula III Project.
O&M Agreement. From and after the Sixteenth Amendment Effective Date, the Administrative Agent shall have received a duly executed operations and maintenance agreement (however titled) by and between the Project Company and an operator reasonably satisfactory to the Administrative Agent, in form and substance satisfactory to the Administrative Agent. US-DOCS\150507763.9 Bakersfield Refinery – Senior Credit Agreement |US-DOCS\150507763.15||
O&M Agreement. Borrower will maintain in conformity with all applicable laws, rules and regulations any asbestos-containing materials located in any of the Properties and will upon fifteen (15) days written request of Lender, execute and deliver to Lender the O&M Agreement.
O&M Agreement. The term O&M Agreement means that Operation and Maintenance Agreement between WBI, Transporter, and Black Hills Power, Inc., dated August 25, 2005, pursuant to which WBI operates and maintains the Gas Line, including any extensions or renewals thereof.
O&M Agreement. The Companies shall enter into the O&M Agreement on or prior to the date that is twelve (12) months after to the date of the first Disbursement.
O&M Agreement. Nothing in these Purchase and Sale Terms shall modify, limit or otherwise affect the obligations of UI under the O&M Agreement with respect to the retirement, in whole or in part, of any UI Assets.
O&M Agreement. The effectiveness of this Agreement shall be temporarily suspended during any period in which the O&M Agreement for the UI Assets remains in effect.
O&M Agreement. Parent shall perform certain repair obligations and other services with respect to the Carveout Assets and the Q4 Assets pursuant to one or more agreements (jointly, the "O&M Agreements") between Parent and TERP, which shall be entered into concurrently with the Closing and be consistent with the terms set forth on Exhibit A attached hereto.
O&M Agreement. Any O&M Agreements required by Lender are in full force and effect and there is no default under any such agreement by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default under any such agreement.
O&M Agreement. Section 6.13(ii) of the Loan Agreement is hereby amended by deleting the phrase “15 June 2003” and replacing it with the phrase “15 July 2003”.
