Replacement Capacity Sample Clauses

Replacement Capacity. (i) Subject to the provisions of this Agreement, if at any time the Accredited Capacity of the Facilities is less than the Buyer’s Capacity Amount, then Seller may provide Buyer with Replacement Capacity but only to the extent that the Accredited Capacity of the Facilities is less than the Buyer’s Capacity Amount. In no event shall Seller provide Replacement Capacity for a period of less than 12 months; provided, that if the MISO market provides for a capacity product of less than 12 months, Seller may provide Replacement Capacity for such shorter period of capacity product, but in no event less than one month or less than the Peak Period in the event Accredited Capacity is unavailable for any month in the applicable Peak Period; provided, further, that if the applicable regional reliability council or any other Governing Authority requires Replacement Capacity to be provided for a period of time greater than as set forth in the preceding proviso in order for such Replacement Capacity to be deemed Accredited Capacity, then Seller may only provide Replacement Capacity for a period no less than as mandated by such Governing Authority. Seller shall notify the Dispatch Authority Function of the source of such Replacement Capacity as soon as practicable. Subject to the terms of this Agreement, if at any xxxx Xxxxxx does not deliver Accredited Capacity from the Facilities or Replacement Capacity, in either case in an amount equal to Buyer’s Capacity Amount, Seller shall be required to pay Buyer liquidated damages equal to [**] (“Accredited Capacity Liquidated Damages”) for each MW-month (or portion thereof) of each such shortfall. At Buyer’s election, Seller shall be required to pay Accredited Capacity Liquidated Damages within five (5) Business Days of invoice receipt therefor. (ii) The amount, if any, by which the Accredited Capacity Liquidated Damages incurred in any calendar month exceed the Delivered Energy Payment due and payable for such month is referred to as the “Monthly Excess Accredited Capacity Liquidated Damages Amount”. In no event shall the sum of the Monthly Excess Accredited Capacity Liquidated Damages Amounts accrued during any Calendar Year exceed [**].
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Replacement Capacity. In the event Seller is unable to Schedule and Dispatch to Buyer the Declared Capacity and associated energy in accordance with a Scheduling and Dispatch Notice, Seller may, but is not obligated to, offer to obtain Replacement Capacity for Buyer subject to the terms and conditions herein. Buyer will, in its sole and absolute discretion, have the right to accept or reject Seller’s offer to obtain Replacement Capacity, on a case-by-case basis. To the extent Buyer accepts Seller’s offer to obtain Replacement Capacity pursuant to this Section [3.4(a)], such Replacement Capacity shall, for all purposes of this Transaction, constitute Contract Quantity of Capacity that is actually available.
Sample 1
Replacement Capacity. In the event Seller submits an Availability Notice indicating that the availability of the Contract Quantity of Capacity is less than the Contract Quantity of Capacity, Seller may, but is not obligated to, offer, whether in such Availability Notice or otherwise, to obtain or to arrange the delivery of Replacement Capacity for Buyer, subject to the terms and conditions herein. Buyer will, in its sole and absolute discretion, have the right to accept or reject any such offer on a case-by-case basis. To the extent Buyer affirmatively accepts, through notice given to Seller, Seller’s offer to obtain or to arrange the delivery of Replacement Capacity pursuant to this Section [3.4(a)], such Replacement Capacity, together with the amount of the Contract Quantity of Capacity to be made available to Buyer under this terms of the applicable Availability Notice, shall constitute the Contract Quantity of Capacity for all purposes hereunder and, except to the extent the Parties have agreed otherwise, Seller shall be obligated to provide such Replacement Capacity, energy associated therewith, and Other Associated Electric Products to Buyer in accordance with the terms of the applicable Scheduling and Dispatch Notice and this Transaction.
Sample 1

Related to Replacement Capacity

  • Contract Capacity The electric power producing capability of the Generating Facility which is committed to Edison.

  • INDEPENDENT CAPACITY The employees or agents of each party who are engaged in the performance of this Agreement shall continue to be employees or agents of that party and shall not be considered for any purpose to be employees or agents of the other party.

  • Maximum Capacity The Sick Leave Bank shall accumulate unused Bank days from year to year to a maximum capacity which shall not exceed double the number of eligible employees as defined in the above Section C, Eligibility for Membership.

  • Independent Capacity of Contractor The Contractor and Contractor Parties shall act in an independent capacity and not as officers or employees of the state of Connecticut or of the Agency.

  • INDEPENDENT CAPACITY OF THE CONTRACTOR The parties intend that an independent contractor relationship will be created by this contract. The CONTRACTOR and his or her employees or agents performing under this contract are not employees or agents of the AGENCY. The CONTRACTOR will not hold himself/herself out as or claim to be an officer or employee of the AGENCY or of the State of Washington by reason hereof, nor will the CONTRACTOR make any claim of right, privilege or benefit that would accrue to such employee under law. Conduct and control of the work will be solely with the CONTRACTOR.

  • Local Circuit Switching Capability, including Tandem Switching Capability 4.1.3.1 Definition 4.1.3.2 Notwithstanding BellSouth’s general duty to unbundle local circuit switching, BellSouth shall not be required to unbundle local circuit switching for <<customer_name>> when <<customer_name>> serves end-users with four (4) or more voice-grade (DS-0) equivalents or lines in locations served by BellSouth’s local circuit switches, which are in the following MSAs: Atlanta, GA; Miami, FL; Orlando, FL; Ft. Lauderdale, FL; Charlotte-Gastonia-Rock Hill, NC; Greensboro-Winston Salem-High Point, NC; Nashville, TN; and New Orleans, LA, and BellSouth has provided non-discriminatory cost based access to the Enhanced Extended Link (EEL) throughout Density Zone 1 as determined by NECA Tariff No. 4 as in effect on January 1, 1999. 4.1.3.3 In the event that <<customer_name>> orders local circuit switching for a single end user account name at a single physical end user location with four (4) or more 2-wire voice-grade loops from a BellSouth central office in an MSA listed above, BellSouth shall charge <<customer_name>> the market based rate in Exhibit C for use of the local circuit switching functionality for the affected facilities. 4.1.3.4 A featureless port is one that has a line port, switching facilities, and an interoffice port. A featured port is a port that includes all features then capable or a number of then capable features specifically requested by <<customer_name>>. Any features that are not currently then capable but are technically feasible through the switch can be requested through the NBR/BFR process. 4.1.3.5 BellSouth will provide to <<customer_name>> customized routing of calls: (i) to a requested directory assistance services platform; (ii) to an operator services platform pursuant to Section 10 of Attachment 2; (iii) for <<customer_name>>’s PIC’ed toll traffic in a two (2) PIC environment to an alternative OS/DA platform designated by <<customer_name>>. <<customer_name>> customers may use the same dialing arrangements as BellSouth customers. 4.1.3.6 Remote Switching Module functionality is included in Switching Capability. The switching capabilities used will be based on the line side features they support. 4.1.3.7 Switching Capability will also be capable of routing local, intraLATA, interLATA, and calls to international customer’s preferred carrier; call features (e.g. call forwarding) and Centrex capabilities. 4.1.3.8 Where required to do so in order to comply with an effective Commission order, BellSouth will provide to <<customer_name>> purchasing local BellSouth switching and reselling BellSouth local exchange service under Attachment 1, selective routing of calls to a requested directory assistance services platform or operator services platform. <<customer_name>> customers may use the same dialing arrangements as BellSouth customers, but obtain a <<customer_name>> branded service.

  • Trustee Capacity It is expressly understood and agreed by the parties hereto that (i) this Agreement is executed and delivered by HSBC Bank USA, National Association not individually or personally but solely as trustee of the Supplemental Interest Trust, in the exercise of the powers and authority conferred and vested in it, (ii) each of the representations, undertakings and agreements herein made on the part of the Supplemental Interest Trust is made and intended not as personal representations, undertakings and agreements by HSBC Bank USA, National Association but is made and intended for the purpose of binding only the Supplemental Interest Trust, (iii) nothing herein contained shall be construed as creating any liability on the part of HSBC Bank USA, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto and (iv) under no circumstances shall HSBC Bank USA, National Association be personally liable for the payment of any indebtedness or expenses of the Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by Supplemental Interest Trust under this Agreement.

  • FREQUENCY AND CAPACITY LEVELS No restriction on frequency, capacity or aircraft type.

  • Title; Capacity 2.1 During the Employment Period, the Executive shall serve as the Chief Executive Officer. The Executive shall have an office at the corporate headquarters of the Company in Anoka, MN, but it is understood that the Executive will undertake travel to other Company offices in connection with his duties, and may work from any location he deems appropriate. Any related business air travel will be subject to reimbursement in accordance with Section 3.5. Following the Separation, the Executive will instead have an office at the corporate headquarters of PubCo, which may be moved from Anoka, MN, and in such event, Executive will be eligible for relocation benefits from PubCo consistent with the Company’s Home Owner Relocation Program as in effect on the date hereof. Notwithstanding the foregoing, following the Separation, it is understood that the Executive may still work from any location he deems appropriate. Notwithstanding the foregoing, following the Separation, it is understood that the Executive will work with the PubCo Board to select a suitable headquarters and may work from any location he deems appropriate. 2.2 The Executive shall report directly to, and be subject to the supervision of, the “Company Board”, and shall have such authority as is delegated to the Executive by the Company Board, which shall include responsibility for the day-to-day operations of the Segment and the entire Outdoor Products brand portfolio. The Executive will be appointed to serve as a non-independent member of the Company Board. During the Employment Period, the Company will continue to nominate the Executive to be elected as a member of the Company Board. The Executive hereby accepts employment as Chief Executive Officer and agrees to undertake the duties and responsibilities inherent in such position and such other duties and responsibilities as the Board shall from time to time reasonably assign to the Executive. The Executive agrees to devote his entire business time, attention and energies to the business and interests of the Company during the Employment Period; provided that nothing herein shall preclude Executive, in each case to the extent that such activities do not materially interfere with the performance of the Executive’s duties under this Agreement and are not otherwise in conflict with the reasonable business interests of the Company, from (x) managing Executive’s personal and family investments and affairs, (y) engaging in charitable activities and community affairs, and (z) subject to the prior approval of the Company Board (which approval shall not be unreasonably withheld) and compliance with any applicable Company policies for outside Board memberships, such as the Company’s overboarding policy, accepting appointment to or continuing to serve on any board of directors or trustees of any business, corporation, or charitable organization. The Executive agrees to abide by the rules, regulations, instructions, personnel practices and policies of the Company and any changes therein which may be adopted from time to time by the Company to the extent provided to the Executive or the Executive is otherwise made aware of them. Following the Separation, the Executive shall instead (i) serve as chief executive officer of PubCo with the same authorities and responsibilities as Chief Executive Officer described herein and (ii) report directly to, and be subject to the supervision of, the “PubCo Board” and be appointed to and subsequently nominated for election to the PubCo Board on the same basis described herein. The Executive acknowledges that, prior to the Separation, he will report to the Company Board alongside the Interim Chief Executive Officer of the Company and the Chief Executive Officer of the Company’s Sporting Products Segment.

  • Corporate Capacity The Acquirer has the corporate power, capacity and authority to enter into and complete this Agreement;

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