Performance Assurances Sample Clauses

Performance Assurances. Each Series A Member shall deliver, or cause to be delivered on such Series A Member’s behalf, to the Series (except to the extent delivered prior to the date hereof): (a) within [***] Business Days of the date hereof (or, with respect to a New Member admitted after the date hereof and prior to the In-Service Date with respect to the Mainline Facilities, within [***] Business Days of such admission), for the period up to the issuance of the FERC’s initial release to the Company to commence construction pursuant to the FERC Certificate for the Mainline Facilities (the “Initial Release”), Performance Assurances equal to such Member’s share of $[***] (calculated based on such Member’s Sharing Ratio in respect of Series A Membership Interests); and (b) within 10 Business Days of the date of the Initial Release (or, with respect to a New Member admitted after the Initial Release, within 10 Business Days of such admission), for the period following the Initial Release and up to the In-Service Date with respect to the Mainline Facilities, Performance Assurances equal to [***]% of an amount equal to such Member’s Sharing Ratio in respect of Series A Membership Interests multiplied by the remaining obligations under the applicable Construction Budget and less any security posted by such Member, or Member’s Affiliate, under any Approved Precedent Agreement. Notwithstanding anything to the contrary in this Section 1.03, at no time prior to the In-Service Date for the Mainline Facilities will a Series A Member’s Performance Assurance obligation be less than such Series A Member’s share of $[***] (calculated based on such Series A Member’s Sharing Ratio in respect of Series A Membership Interests). The Performance Assurances posted by a Member pursuant to this Schedule I-A shall be reduced (A) at the end of each Quarter, to reflect [***]% of such Member’s actual Capital Contributions made to the Company during such Quarter in respect of the Series A Membership Interests, (B) to reflect any Performance Assurances posted by any New Members holding Series A Membership Interests, and (C) in connection with a Disposition of all or a portion of such Member’s Series A Membership Interest, to reflect the replacement Performance Assurances to be posted by the Assignee of such Series A Membership Interest pursuant to this Schedule I-A.
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Performance Assurances. (1) Should the creditworthiness, financial strength, or performance viability of a Party (the “Second Party”) become unsatisfactory to the other Party (the “Requesting Party”) in such Requesting Party’s commercially reasonably exercised discretion with regard to any transaction pursuant to this Agreement, the Requesting Party may require the Second Party to post or provide at the Second Party’s option: (a) a Letter of Credit; (b) other collateral or security by the Second Party that is acceptable to the Requesting Party in its commercially reasonably exercised discretion; (c) a Guarantee Agreement; or (d) some other mutually agreeable method of satisfying the Requesting Party (the items described in (a) through (d) are referred to as “Performance Assurance”). The Requesting Party may only request, and the Second Party shall only be required to provide, Performance Assurance in a commercially reasonable amount under the circumstances, and in any event, in a total amount up to the sum of the following: (i) the amount, if any, billed to and outstanding from the Second Party as of the date of such request, plus (ii) the amounts projected to be due and owing from the Second Party on the weekly invoice payment dates under Section 6.6 that fall within the 15 calendar day period following the date of such request (with such projection to be calculated by the Requesting Party, acting reasonably pursuant to this Agreement). The Second Party may request from the Requesting Party that the Performance Assurance be returned or reduced, on the condition that such a request shall only be made once every sixty (60) days during any period when a Performance Assurance has been provided. The Requesting Party shall be required to return or reduce the Performance Assurance, after receipt of the request from the Second Party, if, reasonably considering whether the factors that justified the Requesting Party’s request for Performance Assurance have been removed or improved, it is commercially reasonable to do so. (2) Events which may cause the Requesting Party to conclude the Second Party’s creditworthiness, financial strength, or performance viability have become unsatisfactory as set out in Section 15.2(1) above, include, but are not limited to, any of the following: (a) The Requesting Party having knowledge that the Second Party (or its Credit Support Provider, if applicable) is failing to perform or defaulting under material terms of other material contracts; or (b) Other mat...
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Performance Assurances. (i) Each Member shall deliver, or cause to be delivered on such Member’s behalf to the Company performance assurances (“Performance Assurances”) at the times and in the amounts specified on the Series Schedule relating to such Series appended by the Series A Management Committee to this Agreement pursuant to Section 3.01(c). Each such Series Schedule is incorporated herein by reference. (ii) The Company (on behalf of a Series) shall be entitled to draw from the Performance Assurances of such Series in the event a Member fails to make payments of its respective Capital Contributions to such Series in accordance with Capital Calls issued pursuant to this Section 4.01. Unless otherwise specified on a Series Schedule, Performance Assurances shall be permitted to be in the form of one or more of (A) a full and unconditional written guarantee from a Qualified Guarantor, (B) a Letter of Credit or (C) cash collateral (with the ability to substitute from time to time among (A), (B) or (C)). For the avoidance of doubt, a Member’s obligation to post Performance Assurances shall expire (and any obligations under any posted Performance Assurances shall terminate) on the applicable In-Service Date.
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Performance Assurances. (1) Should a Party have reasonable grounds to believe that the other Party’s creditworthiness, or performance under this Agreement has become unsatisfactory to the other Party in such other Party’s commercially reasonably exercised judgment, the dissatisfied Party (the “Requesting Party”) may require the other Party (the “Second Party”) to provide Performance Assurance, the type of which shall be at the Second Party’s option, but subject to the Requesting Party’s acceptance based upon commercially reasonably exercised judgment. (2) Events which may trigger the Requesting Party to require the Second Party to provide Performance Assurance include, but are not limited to, the following: (a) the Requesting Party having knowledge that the Second Party (or its Credit Support Provider, if applicable) is in default under other contracts that are material to the Second Party’s (or the Credit Support Provider’s, if applicable) ability to conduct its business; (b) the Second Party’s, or its Credit Support Provider’s failing to maintain an Investment Grade Credit Rating; and (c) other material adverse changes in the Second Party’s financial condition, which would reasonably be expected to have a material adverse impact on the Second Party’s ability to perform its obligations under this Agreement.
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Performance Assurances. Project Company will deliver to City security for its obligations under the Lease Agreements including, without limitation, to maintain and operate and perform its obligations with respect to the XXXX. (“Performance Security”). The Performance Security must be delivered to City in the form of a Performance Bond from a reputable Insurance Company in a form satisfactory to the City prior to COD.
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Performance Assurances. Purchaser has the authority and ability to provide financial and performance assurances to Seller to enable Purchaser to meet the obligations contained in this Agreement.
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Performance Assurances 
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Related to Performance Assurances

  • Performance Assurance Seller agrees to deliver to Buyer Performance Assurance in a form acceptable to Buyer to secure its obligations under this Agreement, which Performance Assurance Seller shall maintain in full force and effect for the period posted with Buyer, as follows:

  • Performance and Compliance Purchaser shall have performed all of the covenants and complied, in all material respects, with all the provisions required by this Agreement to be performed or complied with by it on or before the Closing.

  • Performance Reporting The State of California is required to submit the following financial reports to FEMA:

  • Performance Assessment 6.1 The Performance Plan (Annexure A) to this Agreement sets out key performance indicators and competencies that needs to be evaluated in terms of – 6.1.1 The standards and procedures for evaluating the Employee’s performance; and 6.1.2 During the intervals for the evaluation of the Employee’s performance. 6.2 Despite the establishment of agreed intervals for evaluation, the Employer may in addition review the Employee’s performance at any stage while the contract of employment remains in force; 6.3 Personal growth and development needs identified during any performance review discussion must be documented in a Personal Development Plan as well as the actions agreed to and implementation must take place within set time frames; 6.4 The Employee’s performance will also be measured in terms of contributions to the goals and strategies set out in the Employer’s Integrated Development Plan (IDP) as described in 6.6 – 6.13 below; 6.5 The Employee will submit quarterly performance reports (SDBIP) and a comprehensive annual performance report at least one week prior to the performance assessment meetings to the Evaluation Panel Chairperson for distribution to the panel members for preparation purposes; 6.6 Assessment of the achievement of results as outlined in the performance plan: 6.6.1 Each KPI or group of KPIs shall be assessed according to the extent to which the specified standards or performance targets have been met (qualitative and quantitative) and with due regard to ad-hoc tasks that had to be performed under the KPI; 6.6.2 A rating on the five-point scale described in 6.9 below shall be provided for each KPI or group of KPIs which will then be multiplied by the weighting to calculate the final score; 6.6.3 The Employee will submit his self-evaluation to the Employer prior to the formal assessment; 6.6.4 In the instance where the employee could not perform due to reasons outside the control of the employer and employee, the KPI will not be considered during the evaluation. The employee should provide sufficient evidence in such instances; and 6.6.5 An overall score will be calculated based on the total of the individual scores calculated above.

  • Future Assurances Each of the Assignor and the Assignee mutually agrees to cooperate at all times from and after the date hereof with respect to any of the matters described herein, and to execute such further deeds, bills of sale, assignments, releases, assumptions, notifications or other documents as may be reasonably requested for the purpose of giving effect to, evidencing or giving notice of the assignment evidenced hereby.

  • Performance Appraisals 3201 The Employer shall complete a written appraisal of a nurse's performance at least bi-annually. Upon request, the nurse shall be given an exact copy of the appraisal. 3202 The nurse shall have an opportunity to read such document. 3203 The nurse's signature on such document merely signifies that the contents of the document have been read. 3204 If the nurse disputes the appraisal, she/he may file a reply to the document in accordance with Article 29, and/or she/he may file a grievance under Article 12 of this Agreement.

  • Performance Expectations The Charter School’s performance in relation to the indicators, measures, metrics and targets set forth in the CPF shall provide the basis upon which the SCSC will decide whether to renew the Charter School’s Charter Contract at the end of the charter term. This section shall not preclude the SCSC from considering other relevant factors in making renewal decisions.

  • CONTRACTOR PERFORMANCE AUDIT The Contractor shall allow the Authorized User to assess Contractor’s performance by providing any materials requested in the Authorized User Agreement (e.g., page load times, response times, uptime, and fail over time). The Authorized User may perform this Contractor performance audit with a third party at its discretion, at the Authorized User’s expense. The Contractor shall perform an independent audit of its Data Centers, at least annually, at Contractor expense. The Contractor will provide a data owner facing audit report upon request by the Authorized User. The Contractor shall identify any confidential, trade secret, or proprietary information in accordance with Appendix B, Section 9(a), Confidential/Trade Secret Materials.

  • Financial Assurances The following financial assurances are applicable to all grant funds unless the Targeted Grant requirements specifically state the contrary: 1. Separate accountability for the receipt and expenditure of all grant funds under the Contract is maintained for each grant from which the Grantee receives funds. 2. Expenditures reported to the Department are in agreement with the Grantee's accounting records and audited expenditures in each budget category. 3. Expenditures are made in accordance with the Expenditure Guidelines contained in Appendix I of this document and are supported by written documentation. 4. Salary expenditures under each grant are verified and supported by appropriate documentation for hours worked, activities performed, and leave taken. Employees whose salaries are funded 100% out of state funds shall be dedicated to juvenile justice programs and services only. 5. All travel expenses are supported by daily documentation of the individual traveling. The Grantee shall document date, destination, times, mileage or odometer readings, and related travel activities. 6. Travel reimbursements paid with the grant funds, including travel allowances paid in lieu of mileage, are paid according to county policy and do not exceed travel reimbursement rates adopted by the county or p xx xxxx, lodging, and travel reimbursement rates established by the State of Texas in the General Appropriations Act. 7. The grant funds used for residential expenditures are paid for placement of a juvenile in a pre-adjudication detention secure facility, a short-term secure detention facility, a post-adjudication secure correctional facility, or a non-secure correctional facility, operated by or under the authority of the Grantee or another governmental entity. 8. The grant funds used for residential child-care facilities and out-of-state residential placement facilities do not exceed the Health and Human Services Commission’s Levels of Care Rates [TJJD-IVE-200]. This financial assurance does not apply to facilities that are registered with the Department. 9. The grant funds used for Department-registered facilities dodo not exceed the Tier Level of Care Rates for Registered Facilities [TJJD-FIS-175]. 10. The grant funds are not expended for the purchase of equipment, renovation, or construction unless explicitly authorized by the Department within any Targeted Grant requirements. An item is equipment if county policy requires it to be capitalized or, if the county has no policy, it has a useful life of more than one year and a cost of more than $8,000.00. 11. Authorized capital purchases are capitalized and depreciated within the county accounting system. 12. Proper cut-off procedures are observed at the end of each fiscal period. Obligations of the fiscal period under review are not paid from funds of a subsequent fiscal period. Obligations of a subsequent fiscal period are not prepaid from funds of a fiscal period under review. A modified accrual basis of accounting is only used in preparing fourth quarter expenditure reports to the Department. 13. Refunds and reimbursements are properly accounted for as reductions of expenditures rather than as increases in revenues. 14. Any funds not expended under the terms of each grant were/are returned to the Department according to the Unexpended Balances and Refunds Due provisions contained in Subsections VIII (D) (2) and VIII (D) (4), respectively. 15. The amount of local or county funds expended, excluding construction and/or renovation for juvenile services, is at least equal to or greater than the amount spent in the 1994 county fiscal year. 16. All employees with access to monies are covered by surety bonds. 17. All county and state transactional funds, revenues, and expenses are separated. 18. Idle funds are invested in an account that provides a reasonable interest rate and provides necessary protection of principal. Interest on grant funds is credited to the account of the juvenile probation department for the provision of juvenile probation services and juvenile justice programs.

  • Financial Performance Covenants Notwithstanding anything to the contrary contained in Section 7.01, in the event that the U.S. Borrower fails to comply with the requirements of any Financial Performance Covenant, until the expiration of the 10th day subsequent to the date the certificate calculating such Financial Performance Covenant is required to be delivered pursuant to Section 5.04(c), Holdings shall have the right to issue Permitted Cure Securities for cash or otherwise receive cash contributions to the capital of Holdings, and, in each case, to contribute any such cash to the capital of Intermediate Holdings (which shall contribute all such cash to the capital of the U.S. Borrower) (collectively, the "Cure Right"), and upon the receipt by U.S. Borrower of such cash (the "Cure Amount") pursuant to the exercise by Holdings of such Cure Right such Financial Performance Covenant shall be recalculated giving effect to the following pro forma adjustments: (i) EBITDA shall be increased, solely for the purpose of measuring the Financial Performance Covenants and not for any other purpose under this Agreement, by an amount equal to the Cure Amount; and (ii) If, after giving effect to the foregoing recalculations, the U.S. Borrower shall then be in compliance with the requirements of all Financial Performance Covenants, the U.S. Borrower shall be deemed to have satisfied the requirements of the Financial Performance Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Performance Covenants that had occurred shall be deemed cured for this purposes of the Agreement.

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