Common use of Purchaser Defaults Clause in Contracts

Purchaser Defaults. Except to the extent excused as a result of an event of Force Majeure in accordance with Article XV, the occurrence of one or more of the following events shall constitute a default by Purchaser under this Agreement (a “Purchaser Default”); provided that an event of Force Majeure shall not excuse an event described in clause (a), clause (e), clause (f) or clause (g): (a) Purchaser’s failure to pay any undisputed amount due to Owner under this Agreement by the due date, which failure is not cured within ten (10) days after the receipt by Purchaser of a written demand from Owner that such amount is due and owing and has not been timely paid. (b) Purchaser’s failure to comply in any material respect with the provisions of Article XVI. (c) The failure of the Québec Line to be capable of operating at or above 1,040 MW as of the Commercial Operation Date (where the NECEC Transmission Line is capable of operating at or above 1,040 MW as of the Commercial Operation Date), where Distribution Company has also not agreed in writing to begin transmission service under the Distribution Company TSA notwithstanding such operating capability, or to be capable of operating at or above 1,075 MW as of the earlier of the Purchaser Remediation Date or the end of the Remediation Period (where the NECEC Transmission Line is capable of operating at or above 1,075 MW as of the earlier of the Purchaser Remediation Date or the end of the Remediation Period), where Distribution Company has also not agreed in writing to begin transmission service under the Distribution Company TSA notwithstanding such operating capability. (d) Purchaser’s failure to perform or comply with any of its obligations under this Agreement, other than those described in clauses (a), (b), and (c) above, in each case, in any material respect, and, if such failure is susceptible to cure, such failure continues for thirty (30) days after the receipt by Purchaser of written notice thereof from Owner, unless such cure shall reasonably require a longer period, in which case Purchaser shall be provided an additional thirty (30) days to complete such cure so long as Purchaser has promptly commenced such cure and thereafter diligently pursues such cure. (e) Any representation or warranty made by Purchaser in this Agreement is false or misleading at the time made in any material respect. (f) Any Insolvency Event occurs with respect to Purchaser. (g) An Event of Default (as defined in the PPA) by Purchaser under the PPA that does not result from a TSA Delivery Shortfall (as defined in the PPA) or a Transmission Delay (as defined in the PPA), or a Purchaser Default (as defined in the 110 MW TSA), occurs and is continuing.

Purchaser Defaults. Except to the extent excused as a result of an event of Force Majeure in accordance with Article XV, the occurrence of one or more of the following events shall constitute a default by Purchaser under this Agreement (a “Purchaser Default”); provided that an event of Force Majeure shall not excuse an event described in clause (a), clause (ed), clause (fe) or clause (gf): (a) Purchaser’s failure to pay any undisputed amount due to Owner under this Agreement by the due date, which failure is not cured within ten (10) days after the receipt by Purchaser of a written demand from Owner that such amount is due and owing and has not been timely paid. (b) Purchaser’s failure to comply in any material respect with the provisions of Article XVI. (c) The failure of the Québec Line to be capable of operating at or above 1,040 MW as of the Commercial Operation Date (where the NECEC Transmission Line is capable of operating at or above 1,040 MW as of the Commercial Operation Date), where Distribution Company has also not agreed in writing to begin transmission service under the Distribution Company TSA notwithstanding such operating capability, or to be capable of operating at or above 1,075 MW as of the earlier of the Purchaser Remediation Date or the end of the Remediation Period (where the NECEC Transmission Line is capable of operating at or above 1,075 MW as of the earlier of the Purchaser Remediation Date or the end of the Remediation Period), where Distribution Company has also not agreed in writing to begin transmission service under the Distribution Company TSA notwithstanding such operating capability. (d) Purchaser’s failure to perform or comply with any of its obligations under this Agreement, other than those described in clauses (a), ) or (b), and (c) above, in each case, in any material respect, and, if such failure is susceptible to cure, such failure continues for thirty (30) days after the receipt by Purchaser of written notice thereof from Owner, unless such cure shall reasonably require a longer period, in which case Purchaser shall be provided an additional thirty (30) days to complete such cure so long as Purchaser has promptly commenced such cure and thereafter diligently pursues such cure. (ed) Any representation or warranty made by Purchaser in this Agreement is false or misleading at the time made in any material respect. (fe) Any Insolvency Event occurs with respect to Purchaser. (gf) An Event of Default (as defined in the any PPA) by Purchaser under the any PPA that does not result from a TSA Delivery Shortfall (as defined in the any PPA) or a Transmission Delay (as defined in the PPA), or any PPA),or a Purchaser Default (as defined in the 110 MW any Purchaser TSA), ) occurs and is continuing.