Power Agreements Sample Clauses

Power Agreements. For the avoidance of doubt, Provider shall have no liability to Customer under or pursuant to this Agreement, whether for Losses or otherwise, to the extent such losses arise directly or indirectly due to the failure of any energy provider to supply energy, or Customer to receive supply of energy, for any reason whatsoever under any Power Agreement.
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Power Agreements. The Borrower shall not create, modify, amend, cancel or terminate any of the Power Agreements without the consent of Agent, which consent shall not be unreasonably withheld.
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Power Agreements. Purchaser shall use good faith efforts to satisfy any conditions required by any Power Suppliers to be satisfied by Purchaser or any Affiliate of Purchaser in order to permit the condition to Seller's obligations set forth in Section 9.3 to be fully satisfied.
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Power Agreements. (a) Purchaser and Seller acknowledge and agree that the Power Agreements are integral and essential to the continued economic operation of the Cloquet Facility by Purchaser, but that the Power Agreements currently have application to multiple facilities owned and operated by Seller. Because the Power Agreements combine and blend for various purposes: (i) multiple and separate electrical loads; (ii) billing characteristics associated with multiple loads, and (iii) various liabilities and obligations of multiple industrial facilities, Purchaser and Seller agree that, as currently stated, neither the rights nor the obligations contained in the Power Agreements are directly assignable to Purchaser in conjunction with the transactions envisioned in this Agreement. In lieu of such contractual assignments, Seller shall use all commercially reasonable efforts, in consultation with Purchaser, to ensure that it has by no later than Closing either (i) obtained a waiver, in writing, from Minnesota Power of certain of Minnesota Power's contractual rights under the Power Agreements so as to permit a partial assignment from Seller to Purchaser at Closing of only those portions of Seller's rights and obligations under the Power Agreements which relate to the Cloquet Facility and the Power Generation Facilities and a retention by Seller of all other rights and obligations under the Power Agreements ("MP Waiver"); or (ii) renegotiated the Power Agreements with Minnesota Power and obtained the execution and delivery by Minnesota Power of a revised set of contracts covering the same subject matter as the Power Agreements, but which revised Power Agreements segregate the rights and obligations of Seller with respect to the Cloquet Facility and the Power Generation Facilities from the rights and obligations of Seller with respect to its other facilities (the "Revised Power Agreements"). If Seller obtains the MP Waiver and all requisite Consents of Governmental Entities (if any) with respect to the MP Waiver and the assignment of rights and obligations under the Power Agreements to Purchaser prior to Closing, the rights and obligations under the Power Agreements which relate to the Cloquet Facility and the Power Generation Facilities shall be assigned to Purchaser by Seller as, and shall be deemed to be, Acquired Assets. If Seller renegotiates Revised Power Agreements pertinent only to the Cloquet Facility and the Power Generation Facilities (the "Revised Cloquet Power Agreement...
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Power Agreements. Collectively, (i) the letter agreement dated June 15, 2006 by and between DuPont Fabros Development LLC and Commonwealth Edison Company, (ii) the Memorandum of Understanding dated August 7, 2006 by and between DuPont Fabros Development LLC and Commonwealth Edison Company, (iii) the Memorandum of Understanding dated September 28, 2006 by and between DuPont Fabros Development LLC and Commonwealth Edison Company and (iv) the letter from dated November 7, 2007 from Commonwealth Edison Company to DuPont Fabros (collectively, the “ComEd Documents”), as such ComEd Documents have been assigned to Borrower pursuant to that certain Assignment and Assumption of Contracts dated as of February 28, 2007.
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Power Agreements. The agreements set forth on Section 4.21 of the Disclosure Schedules with Entergy (the “Power Agreements”) provide for an aggregate of 16.5 megawatts of power that is available to the Premises (the “Power Requirement”). Entergy has sufficient infrastructure in place on the Premises to support delivery of 16.5 megawatts to the Premises.
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Power Agreements. (a) Agreement for New Transmission Companies dated as of November 20, 2001 between British Columbia Hydro and Power Authority xxx xxx Xxxxxxx; xxx (b) Electricity Supply Agreement dated as of November 19, 2001 between British Columbia Hydro and Power Authorxxx xxx xxx Xxxxxxx.
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Related to Power Agreements

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Support Agreements (a) At any meeting of the shareholders of Parent, however called, or at any adjournment or postponement thereof, or in any other circumstance in which the vote, consent or other approval of the shareholders of Parent is sought, each Sponsor shall (i) appear at each such meeting or otherwise cause all of its Parent Ordinary Shares to be counted as present thereat for purposes of calculating a quorum and (ii) vote (or cause to be voted), or execute and deliver a written consent (or cause a written consent to be executed and delivered) covering, all of its Subject Securities: (i) in favor of the Parent Shareholder Approval Matters and in favor of any proposal in respect of an Extension Amendment; (ii) against (or otherwise withhold written consent of, as applicable) any Business Combination or any proposal relating to a Business Combination (in each case, other than as contemplated by the Merger Agreement); (iii) against (or otherwise withhold written consent of, as applicable) any merger agreement or merger, consolidation, combination, sale of substantial assets, reorganization, recapitalization, dissolution, liquidation or winding up of or by Parent (other than the Merger Agreement and the transactions contemplated thereby); (iv) against (or otherwise withhold written consent of, as applicable) any change in the business, management or board of directors of Parent (other than in connection with the Merger Agreement and the transactions contemplated thereby); and (v) against (or otherwise withhold written consent of, as applicable) any proposal, action or agreement that would (A) impede, frustrate, prevent or nullify any provision of this Agreement or the Merger Agreement or any of the transactions contemplated hereby or thereby, (B) result in a breach in any respect of any covenant, representation, warranty or any other obligation or agreement of Parent or Merger Sub under the Merger Agreement, (C) result in any of the conditions set forth in Article VIII of the Merger Agreement not being fulfilled or (D) change in any manner the dividend policy or capitalization of, including the voting rights of any class of capital stock of, Parent. Each Sponsor hereby agrees that it shall not commit or agree to take any action inconsistent with the foregoing, and shall not deposit any of its Parent Ordinary Shares in a voting trust, grant any proxy or power of attorney with respect to any of its Parent Ordinary Shares or subject any of its Parent Ordinary Shares to any arrangement or agreement with respect to the voting of such Parent Ordinary Shares unless specifically requested to do so by the Company and Parent in writing in connection with the Merger Agreement, the Additional Agreements or the transactions contemplated thereby. (b) Each Sponsor shall comply with, and fully perform all of its obligations, covenants and agreements set forth in, that certain Letter Agreement, dated as of January 6, 2021, by and among the Sponsors and Parent (the “Sponsor Letter”). (c) Each Sponsor agrees that, if Parent seeks shareholder approval of the transactions contemplated by the Merger Agreement or any Additional Agreements, such Sponsor shall not redeem any Subject Securities owned by it in conjunction with such shareholder approval or the transactions contemplated thereby. (d) During the period commencing on the date hereof and ending on the Expiration Time, each Sponsor shall not modify or amend any Contract between or among such Sponsor or any Affiliate of such Sponsor (other than Parent or any of its Subsidiaries), on the one hand, and Parent or any of Parent’s Subsidiaries, on the other hand, except for the amendment of the Investment Management Trust Agreement as contemplated by the Merger Agreement.

  • Letter Agreements The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreements executed and will not allow any amendments to, or waivers of, such Letter Agreements without the prior written consent of the Representative.

  • Assignment Entire Agreement Amendment This Agreement may be assigned only by Employer, and is freely assignable by Employer. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior understandings, communications and agreements concerning such subject matter; provided that, to the extent there is any conflict between this Agreement and any stock option grant agreement or plan, the provisions of this Agreement shall control. Neither this Agreement, nor any of its terms, can be changed, added to, waived or supplemented except in a written document signed by Executive and Employer, except that Employer may adopt or change any vacation, benefit, rules or other policy generally applicable to employees or a group or class of employees in its discretion.

  • Local Agreements Disputes arising under signed local agreements, which are supplementary to the Labour Agreement, shall be subject to the grievance procedure contained herein.

  • Parties to Lock-Up Agreements The Company has furnished to the Underwriters a letter agreement in the form attached hereto as Exhibit A (the “Lock-up Agreement”) from each of the persons listed on Exhibit B. Such Exhibit B lists under an appropriate caption the directors and executive officers of the Company. If any additional persons shall become directors or executive officers of the Company prior to the end of the Company Lock-up Period (as defined below), the Company shall cause each such person, prior to or contemporaneously with their appointment or election as a director or executive officer of the Company, to execute and deliver to the Representatives a Lock-up Agreement.

  • Sub-Agreements Party shall not assign, subcontract or subgrant the performance of this Agreement or any portion thereof to any other Party without the prior written approval of the State. Party shall be responsible and liable to the State for all acts or omissions of subcontractors and any other person performing work under this Agreement pursuant to an agreement with Party or any subcontractor.

  • OTHER AGREEMENTS, ETC It is understood that any of the shareholders, Trustees, officers and employees of the Fund may be a shareholder, director, officer or employee of, or be otherwise interested in, the Manager, and in any person controlled by or under common control with the Manager, and that the Manager and any person controlled by or under common control with the Manager may have an interest in the Fund. It is also understood that the Manager and any person controlled by or under common control with the Manager may have advisory, management, service or other contracts with other organizations and persons and may have other interests and business.

  • Shareholder Agreements As a material inducement to Parent to enter into this Agreement, and simultaneously with, the execution of this Agreement, each Shareholder (as defined herein) is entering into an agreement, in the form of Annex A hereto (collectively, the "Shareholder Agreements"), pursuant to which they have agreed, among other things, to vote their shares of Company Common Stock in favor of this Agreement.

  • COMPLETE AGREEMENT; AMENDMENTS This Agreement is the complete and exclusive agreement between the parties with respect to the subject matter contemplated thereby. No modifications to this Agreement shall be made or binding unless made in writing and signed by all parties to this Agreement.

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