Procedure Prior to Project Financing Sample Clauses

Procedure Prior to Project Financing. The provisions of this Section 5.6.1 are applicable during the period from the Effective Time until the earlier to occur of (a) the first drawdown of funds under the Company’s initial Project Financing, and (b) the date either Member acquires control of a Simple Majority. During this period, if, after consideration of a Prequalified Significant Offtake Agreement proposed by either Member, the Management Committee does not agree on a course of action pursuant to clauses (a), (b) or (c) of Section 5.6, within fifteen (15) Business Days after the proposed Prequalified Significant Offtake Agreement was first considered at a meeting of the Management Committee, the Management Committee shall be deemed to have voted to approve the proposed Prequalified Significant Offtake Agreement, and, except as provided below, the Chairman shall execute the Prequalified Significant Offtake Agreement on behalf of the Company. The term “Prequalified Significant Offtake Agreement” means a Significant Offtake Agreement, (a) with any Person (including an Affiliate of either Member) as the offtaker having a Standard & Poor’s credit rating of BBB- or better, or the Xxxxx’x equivalent thereof, and (b) that, when analyzed using the Base Model, is projected (on a stand alone basis) to result in a nine percent (9%) unlevered internal rate of return to the Company, after income taxes (assuming an overall income tax rate of 38.25%), based on the Project Costs, Operating Expenses (including fuel costs), Capital Expenses, Tax depreciation and other items allocable to the Capacity and Energy sold under the proposed Prequalified Significant Offtake Agreement. “Base Model” means the Project’s spreadsheet financial model that will be reasonably agreed upon by the Management Committee within sixty (60) days after the Effective Time. Notwithstanding anything to the contrary herein, the Representatives that do not agree that the Prequalified Significant Offtake Agreement should be entered into by the Company may specify particular revisions to the terms of the proposed Prequalified Significant Offtake Agreement that they require for approval of the agreement, in which event the proposing Member shall endeavor, in good faith within a reasonable time not to exceed thirty (30) days, to negotiate those terms requested by the dissenting Representatives, and the Company shall not enter into the proposed Prequalified Significant Offtake Agreement until the proposing Member has so endeavored to negotiate ...
Sample 1
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Procedure Prior to Project Financing. The provisions of this Section 5.6.1 are applicable during the period from the Effective Time until the earlier to occur of (a) the first drawdown of funds under the Company's initial Project Financing, and (b) the date either Member acquires control of a Simple Majority. During this period, if, after consideration of a Prequalified Significant Offtake Agreement proposed by either Member, the
Sample 1

Related to Procedure Prior to Project Financing

  • Project Financing DZS poskytne příspěvek na financování nákladů na projekt, přičemž maximální výše grantu činí XXXXXXX CZK (XXXXXXX EUR). Grant určený na realizaci projektu pokrývá 100 % způsobilých výdajů. Bližší specifikace rozpočtu a jeho členění jsou ukotveny v Příloze I.

  • Construction Progress Schedule A schedule indicating proposed activity sequences and durations, milestone dates for receipt and approval of pertinent information, preparation, submittal, and processing of Shop Drawings and Samples, delivery of materials or equipment requiring long-lead time procurement, and proposed date(s) of Material Completion and Occupancy and Final Completion. The schedule will be developed to represent the sixteen or seventeen CSI Specification Divisions. It shall have a minimum number of activities as required to adequately represent to Owner the complete scope of work and define the Project’s critical path and associated activities. If the Project is to be phased, then each individual Phase should be identified from start through completion of the overall Project and should be individually scheduled and described, including any Owner’s occupancy requirements and showing portions of the Project having occupancy priority. The format of the schedule will have dependencies indicated on a monthly grid identifying milestone dates such as construction start, phase construction, structural top out, dry-in, rough-in completion, metal stud and drywall completion, equipment installation, systems operational, Material Completion and Occupancy Date, final inspection dates, Punchlist, and Final Completion date.

  • Interconnection Facilities Engineering Procurement and Construction Interconnection Facilities, Network Upgrades, and Distribution Upgrades shall be studied, designed, and constructed pursuant to Good Utility Practice. Such studies, design and construction shall be based on the assumed accuracy and completeness of all technical information received by the Participating TO and the CAISO from the Interconnection Customer associated with interconnecting the Large Generating Facility.

  • Notice to Proceed - Land Acquisition The acquisition of the Land shall not occur until the Director has issued a written Notice to Proceed for land acquisition to the Recipient (the "Notice to Proceed"). Such Notice to Proceed will not be issued until the Director has received a Request to Proceed acceptable to the Director and is assured that the Recipient has complied with all requirements for the approval of a grant under Revised Code Sections 164.20 through 164.27 and any requirements for land acquisition set forth in this Agreement, including without limitation the OPWC's approval of the proposed Deed Restrictions and Title Agent. The Notice to Proceed also shall specify the time frame for the Closing.

  • Access to Project Site Redeveloper shall permit the representatives of the City to enter Project Site at any and all reasonable times, as the City may deem necessary for the purposes of this Redevelopment Agreement, including but not limited to work and inspection of all work being performed in connection with the construction of the Redeveloper Improvements. Similarly, the City shall permit Redeveloper such entry upon the public rights of way for such purposes. No compensation shall be payable nor shall any charges be made in any form by any party for the access or inspection provided for in this Section. The City’s right of access granted under this Section shall terminate upon issuance by the City of the Redeveloper’s Certificate of Completion of Redeveloper Improvements. Notwithstanding the above, Redeveloper shall not be relieved of the provisions contained in Chapter 14.29 of the Lincoln Municipal Code regarding the use of streets for private construction purposes.

  • Information Systems Acquisition Development and Maintenance a. Client Data – Client Data will only be used by State Street for the purposes specified in this Agreement.

  • Construction Schedule The progress schedule of construction of the Project as provided by Developer and approved by District.

  • Generating Facility The Interconnection Customer’s device for the production of electricity identified in the Interconnection Request, but shall not include the Interconnection Customer’s Interconnection Facilities.

  • Approval of Plans and Specifications The Plans and Specifications will conform to the requirements and conditions set out by applicable law or any effective restrictive covenant, and to all governmental authorities which exercise jurisdiction over the Leased Premises or the construction thereon.

  • Construction Phase Services 3.1.1 – Basic Construction Services

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