Purchase and Sale Obligations Sample Clauses
Purchase and Sale Obligations. On the terms and subject to the conditions of this Agreement, Xxxxxx agrees to sell, assign, convey, deliver and Transfer to NYSERDA, and NYSERDA agrees to purchase from Seller, all right, title and interest in the ORECs produced by the Selected Project during each month of the Contract Delivery Term. For the avoidance of doubt, the only products Seller is selling and NYSERDA is buying under this Agreement are ORECs and all rights, title, and interest associated with those ORECs. Seller is not selling to NYSERDA and NYSERDA is not purchasing any electric energy, capacity, or ancillary services associated with the Selected Project. As a condition precedent to NYSERDA’s purchase obligation in Section 2.01(a), Seller shall deliver to NYSERDA the report of an Independent Engineer demonstrating that the Operational Installed Capacity of the Selected Project is no greater than the Maximum Project Capacity.
(i) If Seller elects to build the Selected Project in phases, Seller may deliver an Independent Engineer’s report for each phase; provided that NYSERDA shall purchase ORECs only from those portions of the Selected Project for which the Operational Installed Capacity has been confirmed by an Independent Engineer’s report.
(ii) If Seller elects to install additional offshore wind facilities within the same leased area as the Selected Project, Seller shall deliver to NYSERDA, in writing, a plan for verifying that the generation and associated ORECs from the Selected Project will be accounted for separately from any generation and ORECs produced by such additional facilities.
2.01 (a), in no Contract Year shall NYSERDA be obligated under this Agreement to purchase from Seller, nor Seller obligated under this Agreement to sell to NYSERDA, more ORECs than the Annual OREC Cap. Seller shall be free to sell, assign, transfer or otherwise subject to any encumbrance any ORECs produced by the Selected Project in excess of the Annual OREC Cap. With NYSERDA’s written consent, which shall not be unreasonably withheld, conditioned, or delayed, Seller may, at any time prior to Commercial Operation of the Selected Project, adjust the P10 Annual OREC Exceedance (and, thereby, the Annual OREC Cap) and the P50 Annual OREC Exceedance to reflect changes in the technical or meteorological assumptions upon which the prior estimate was based or changes in the capacity of the Selected Project up to the Maximum Project Capacity.
Purchase and Sale Obligations. All purchase, sales and orders and all other commitments for purchases, sales and orders made by or on behalf of the Company have been made in the usual and ordinary course of its business in accordance with normal practices. On the Closing Date, the Sellers shall deliver to Purchasers a schedule of all such uncompleted purchase and sale orders and other commitments with respect to any of the Company's obligations as of a date not earlier than ten (10) days prior to the Closing.
Purchase and Sale Obligations. All purchase, sales and orders and all other commitments for purchases, sales and orders made by or on behalf of DE have been made in the usual and ordinary course of its business in accordance with normal practices. On the Closing Date, DE shall deliver to THI a schedule of all such uncompleted purchase and sale orders and other commitments with respect to any of DE's obligations as of a date not earlier than ten (10) days prior to the Closing.
Purchase and Sale Obligations. On the terms and subject to the conditions of this Agreement, Xxxxxx agrees to sell, assign, convey, deliver and Transfer to NYSERDA, and XXXXXXX agrees to purchase from Seller, all right, title and interest in the ORECs produced by the Selected Project during each month of the Contract Delivery Term.
Purchase and Sale Obligations. On the terms and subject to the conditions of this Agreement, Seller agrees to sell, assign, convey, deliver and transfer to NYSERDA, and NYSERDA agrees to purchase from Seller, during each month of the Contract Delivery Term, all right, title and interest in the Tier 4 RECs associated with all Qualified Renewable Energy produced by the Selected Project and delivered to the Delivery Point.
Purchase and Sale Obligations. 5.1 Sale and Purchase of Energy - During the Term, the Seller will sell and deliver all Energy to the Buyer at the POI and the Buyer will, subject to section 5.2, purchase and accept delivery of all Eligible Energy. The Buyer will pay for Eligible Energy in accordance with section 6.1. When the Seller is delivering Energy to the Buyer, the Seller will make commercially reasonable efforts to operate the Seller’s Plant in a manner that ensures delivery of Energy at the POI at a uniform rate within each hour during which Energy is delivered.
5.2 Limit on Eligible Energy - Notwithstanding any other provision in this EPA:
(a) the Buyer will not be obligated in any hour after the Effective Date to purchase or accept delivery from the Seller at the POI of any Eligible Energy that is greater than the Hourly Limit;
(b) no amount will be payable by the Buyer for Eligible Energy in any hour above the Hourly Limit regardless of whether the Buyer consented to or accepted delivery of Energy at the POI greater than the Hourly Limit; and
(c) in determining the total amount of Eligible Energy for a year, month, hour or any other time period under this EPA for any purpose, the total amount of Eligible Energy in each hour of such time period will not exceed the Hourly Limit, even if the Seller delivered to the POI, or the Seller’s Plant was capable of generating, more Energy than the Hourly Limit.
Purchase and Sale Obligations. All purchases, sales and orders and all other commitments for purchases, sales and orders made by or on behalf of the Company since the Cutoff Date have been made in the Ordinary Course of its Business.
Purchase and Sale Obligations. All purchases, sales and orders and all other commitments for purchases, sales and orders made by or on behalf of the Company since the Cutoff Date have been made in the usual and Ordinary Course of its Business in accordance with normal practices. On the Closing Date, the Company shall deliver to Buyer a schedule of all such uncompleted purchase and sale orders and other commitments with respect to any of the Company's obligations as of a date not earlier than five (5) days prior to the Closing.
Purchase and Sale Obligations. (a) Subject to Sections 1.3 and 1.4, Cliffs shall sell and deliver, or cause to be sold and delivered, to Mittal, and Mittal shall purchase, receive, take and pay the applicable contract price (determined in accordance with Section 1.2, the “Contract Price”) for the following minimum annual amounts of iron ore pellets: (i) for each year 2006 through 2009, [*********] tons of pellets; and (ii) for the year 2010, [*********] tons of pellets (as applicable, and as such minimum annual amounts of iron ore pellets may be adjusted under Sections 1.3 and 1.4, the “Required Minimum Tonnage”), without regard to Xxxxxx’x actual iron ore pellet requirements. The word “ton” as used herein shall mean a gross ton of 2,240 pounds avoirdupois natural weight.
(b) Tons of iron ore pellets purchased by Mittal from the [*********] shall count toward Xxxxxx’x obligation to purchase the Required Minimum Tonnage. However, iron ore pellets [*********] shall not count toward Xxxxxx’x obligation to purchase the Required Minimum Tonnage.
(c) For the years 2006 through 2010, the obligations set forth in this Section 1.1 are intended to and shall supersede and replace the quantity-related provisions (including the requirements provisions) set forth in each of the Pellet Supply Contracts as follows:
(i) all of Section 2 of the Cleveland Contract; (ii) all of Section 2 of the Weirton Contract; and (iii) all of Section 2 of the Inland Contract, except as provided in Sections 1.1(d) and 1.1(h). For the years 2006 through 2010, any cross-reference in a Pellet Supply Contract to a quantity-related provision superseded pursuant to the preceding sentence shall be deemed to be a cross-reference to the applicable quantity-related provision of this Agreement. Commencing January 1, 2011 under the Cleveland Contract and the Weirton Contract, and commencing February 1, 2011 under the Inland Contract, the aforementioned provisions of the Pellet Supply Contracts shall be reinstated as provided in Section 6.1.
(d) Inland’s rights under Section 2(a) of the Inland Contract to reduce the minimum annual tonnage purchase obligation under the Inland Contract in connection with the [*********] shall be reinstated effective [*********], such that Inland may give notice to Cliffs of [*********] no earlier than [*********], with any reduction in the minimum annual tonnage purchase obligation to be effective no earlier than [*********].
(e) Except as otherwise expressly modified by this Agreement, the parties’ ri...
Purchase and Sale Obligations. Immediately upon the execution hereof, all of the provisions of Sections 5, 8.1 and 8.2 of the Agreement are terminated, except for the third sentence of Paragraph 5(a) of the Agreement, and subject to the continuing provisions of Section 7 of the Agreement, which are amended as follows. TNSI must satisfy the Minimum Guaranteed Revenue obligation established in Section 7 of the Agreement by March 31, 2004. Thereafter TNSI will have no guaranteed revenue commitment; the pricing for the GFOL Services as set forth in Section 7.1.2 will terminate; GFOL will not be obligated to agree to fulfill any particular TNSI order for online sample; the provisions of Subsections 2.2.1(a), 2.2.2, 2.2.3, 2.2.4, 2.2.5 and any remaining provisions of Section 5(a) will terminate; and the parties will be free to negotiate pricing for subsequent online sample purchases ad hoc. The parties agree that $[****] of the Minimum Guaranteed Revenue obligation remains unsatisfied as of October 31, 2003 (not giving effect to the pre-payment of $[****] made by TNSI on November 10, 2003). Between the execution hereof and March 31, 2004, TNSI will not be obligated to purchase any monthly minimum amount of sample or pay any guaranteed monthly minimum amount. In the event that the entire Minimum Guaranteed Revenue has not been paid by TNSI as of March 31, 2004, TNSI will immediately pay the difference.