PUC Approval. Any purchase and sale agreement related to the Facility entered into by the Parties is subject to approval by the PUC and the Parties' respective obligations thereunder are conditioned upon receipt of such approval, except as specifically provided otherwise therein. Company shall submit the purchase and sale agreement to the PUC for approval within thirty (30) Days after execution by both Parties, but Company does not extend any assurances that PUC approval will be obtained. Seller will provide reasonable cooperation to expedite obtaining an approval order from the PUC, including providing information requested by the PUC and parties to the PUC proceeding in which approval is being sought. Seller understands that lack of cooperation may result in Company's inability to file an application with the PUC and/or failure to receive PUC approval. Unless otherwise agreed to in writing by the Parties, neither Company nor Seller shall seek reconsideration, appeal, or other administrative or judicial review of any unfavorable PUC order. The Parties agree that neither Party has control over whether or not a PUC approval order will be issued and each Party hereby assumes any and all risk arising from, or relating in any way to, the inability to obtain a satisfactory PUC order and hereby releases the other Party from any and all claims relating thereto. Seller shall seek participation without intervention in the PUC docket for approval of the purchase and sale agreement pursuant to applicable rules and orders of the PUC. The scope of Seller's participation shall be determined by the PUC. However, Xxxxxx expressly agrees to seek participation for the limited purpose and only to the extent necessary to assist the PUC in making an informed decision regarding the approval of the purchase and sale agreement. If the Seller chooses not to seek participation in the docket, then Seller expressly agrees and knowingly waives the right to claim, before the PUC, in any court, arbitration or other proceeding, that the information submitted and the application requesting the PUC approval are insufficient to meet Company's burden of justifying that the terms of the purchase and sale agreement are just and reasonable and in the public interest, or otherwise deficient in any manner for purposes of supporting the PUC's approval of the purchase and sale agreement. Seller shall not seek in the docket and Company shall not disclose any confidential information to Seller that would provide S...
PUC Approval. Nothing in this Article shall be deemed to require the Company to invest in technologies or to incur costs that it has a good faith belief the PUC will not allow the Company to recover through the ratemaking process.
PUC Approval. This Amendment No. 2, and HECO’s consent to the AES Hawaii Refinancing, are contingent upon the issuance of a decision and order by the PUC (“PUC Order”) that (a) does not contain terms and conditions deemed to be unacceptable to HECO, and is in a form deemed to be reasonable by HECO, in its sole discretion, ordering that this Amendment No. 2 is approved, and finding that HECO’s consent to the AES Hawaii Refinancing is reasonable, and (b) is deemed final by HECO, in its sole discretion, because it is satisfied that no party to the proceeding in which the PUC Order is issued intends to seek a change in such PUC Order through motion or appeal. Promptly after issuance of the PUC Order, HECO shall provide to AES Hawaii a copy of the PUC Order and written confirmation of whether the PUC Order meets the requirements of the preceding sentence. HECO shall endeavor to obtain such PUC Order in a form meeting the requirements of this paragraph by June 17, 2003, or such later date as the Parties may agree to as provided in paragraph 4 of this Amendment No. 2, but HECO shall not have any liability if such PUC Order is not obtained for any reason.
PUC Approval. No later than 45 Days after the date of this PPA, Company may apply to the PUC for PUC Approval. If Company fails to apply for PUC Approval within 45 Days following the date of this PPA, Company shall be deemed to have waived its right to obtain PUC Approval and to terminate this PPA under this Section 6.1, and this PPA shall remain in full force and effect thereafter. If Company applies for PUC Approval, Company shall use Commercially Reasonable Efforts to obtain PUC Approval as soon as reasonably practicable, and Seller shall cooperate with such effort If Company applies for PUC Approval, Company shall have the right to terminate this PPA, without any further financial or other obligation to Seller as a result of such termination, by notice to Seller: at any time within 30 Days following issuance of a written order by the PUC rejecting PUC Approval, or granting PUC Approval with conditions unacceptable to Company in its sole discretion; at any time between the 180th and 215th Day following Company’s application for PUC Approval, if prior to the date of such termination the PUC has not issued a written order granting or rejecting PUC Approval at any time within 30 Days following timely request for reconsideration (in whole or in any material part) by any third party with standing, of a written PUC order granting PUC Approval; and/or at any time within 30 Days following timely appeal by any third party with standing, of a written PUC order granting PUC Approval. If Company is eligible but fails to terminate this PPA by the applicable date, Company shall be deemed to have waived its right to terminate this PPA under this Section 6.1(C), and this PPA shall remain in full force and effect thereafter.
PUC Approval. 8 13. ASSIGNMENT.......................................................... 8 14.
PUC Approval. Any purchase and sale agreement related to the Facility entered into by the Parties is subject to approval by the PUC and the Parties’ respective obligations thereunder are conditioned upon receipt of such approval, except as specifically provided otherwise therein.
PUC Approval. Buyer shall have until the expiration of the Approval Period to obtain the written approval of the Maine Public Utilities Commission (“PUC Approval”) to enter in to the Lease with Seller pursuant to Title 35-A M.R.S.A. §1101. If Buyer does not obtain written PUC Approval prior to the expiration of the Approval Period, Buyer shall not be obligated to enter in to the Lease with Seller at Closing, but Buyer shall be obligated to purchase the Property and perform all other obligations under this Contract subject to the Purchase Price Adjustment as set forth in Section 3.4. Buyer shall provide written evidence of the final decision of the Maine Public Utilities Commission within 5 days of receipt thereof (“PUC Notification”). .
PUC Approval. Company shall submit the purchase and sale agreement to the PUC for approval promptly after execution by both Parties. Seller will provide reasonable cooperation to expedite obtaining a PUC approval order including providing Company non-confidential information requested by the PUC and parties to the PUC proceeding in which approval is being sought.
PUC Approval. Diligently pursue PUC Approval and keep the Lender fully apprised of any communications received by or delivered to the PUC and any and all terms or conditions imposed, recommended or suggested by the PUC or any governmental authority with respect to the PUC Application. The Borrower shall have sole responsibility for, and shall timely satisfy, all terms and conditions imposed by the PUC or any other Government Authority in connection with the PUC Application or PUC Approval. Any failure to obtain PUC Approval and to satisfy all terms and conditions of PUC Approval by February 5, 2018, shall be considered an Event of Default. The Borrower shall execute and deliver the KWC Stock Pledge to the Borrower within five (5) Business Days after issuance of PUC Approval.
PUC Approval. HELCO shall use its good faith efforts to obtain, as soon as practicable, an order from the PUC ordering that: (i) the Contract is approved; (ii) the energy and capacity charges to be paid by HELCO pursuant to the Contract are reasonable; (iii) HELCO may pass on to its ratepayers, through its energy cost adjustment clause ("ECAC"), the energy payments it will be required to make to HCPC under the Contract, to the extent that such payments are not recovered in HELCO's base rates; (iv) the terms and conditions of the Contract are reasonable; and (v) HELCO may include the energy and capacity payments in its calculation of revenue requirements in future HELCO rate cases. If the PUC order, or an acceptable PUC interim order, is not issued by November 30, 1999 (unless extended by written, signed agreement of the parties), this Contract shall be null and void. If an order is issued on or before November 30, 1999 (unless extended by written, signed agreement of the parties) but is unacceptable, then the party to whom the order is unacceptable shall provide written notice (faxed or hand-delivered to the other party) of the unacceptable terms or conditions by December 15, 1999, in which event the Contract shall be null and void. An acceptable PUC interim order is an order issued by November 30, 1999 that (i) approves (a) the Contract, on an interim basis pending issuance of the PUC's final order, and (b) inclusion in HELCO's ECAC of the energy payments it is required to make to HCPC under the Contract, to the extent that such payments are not recovered in HELCO's base rates, for an interim period extending up to 90 days after the issuance date of the PUC's final order, and (ii) does not contain terms and conditions that are unacceptable to either party. If the final PUC order (i) does not approve the contract, or (ii) contains terms and conditions that are unacceptable to either party, or (iii) conditions approval of the Contract on modifications to the Contract that would have a material adverse impact on a party, or (iv) fails to make any of the findings requested above, or (v) is not issued by March 31, 2000 (unless extended by written, signed agreement of the parties), then either party [provided such party is adversely affected in the case of condition (ii) or (iii)] may terminate the Contract, by written notice faxed or hand-delivered to the other party within 30 days of the filing date of the final PUC order, in which event the Contract shall terminate as of ...
