Revenue Contracts Sample Clauses

Revenue Contracts. Seller and one or more of the Companies are parties to certain newspaper revenue contracts listed on Schedule 2.1(e) (the "Revenue Contracts") which provide for favorable advertising rates. Buyer agrees that it shall, or after Closing shall cause the Companies, to use all reasonable efforts to allow Seller to continue to enjoy the benefits of such Revenue Contracts, and any extensions, renewals or replacements thereof, in substantially the same manner as is currently conducted; provided, however, that Buyer shall be under no obligation to continue, replace or extend any particular Revenue Contract.
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Revenue Contracts. In the case of a New Asset other than a Specified Asset, such New Asset is, or is a direct or indirect Investment in, a Project Company that (i) is party to material commercial contracts that, taken in the aggregate, contain pricing indexation and other material commercial provisions no less favorable to the Project Company than the provisions of the material commercial contracts, taken in the aggregate as to any Project Company, in effect on the Closing Date and (ii) generates a series of cash flows as to which the projected IRR is at least equal to 8% per annum taking into account (a) the acquisition price of (or the cost of such Investment in) such Project Company, including any amounts advanced in respect of debt or equity securities in the future (whether pursuant to a capital commitment, subscription obligation, keep well or other arrangement) as negative cash flows for this purpose and (b) the Free Cash Flow of such Project Company (exclusive of any proceeds from the Disposition of such Project Company or any of its assets not explicitly provided for in the relevant commercial contracts) for the period commencing on the date of acquisition of the applicable New Asset and ending on the stated termination date of the commercial contracts described in clause (i) above (assuming, for purposes of such determination of Free Cash Flow, that such Project Company receives the minimum payments required to be paid to it pursuant to such commercial contracts) as positive cash flows for this purpose.
Sample 1
Revenue Contracts. Purchasers represent that (i) the Revenue Contracts are in full force and effect and have not been terminated, (ii) Purchasers have the right to cause the assignment of the Revenue Contracts to HHG, (iii) that the Revenue Contracts are free and clear of any security interest or encumbrance, and have not been pledged to any party.
Sample 1
Revenue Contracts. Buyer shall have received copies of all revenue contracts and offtake agreements with respect to the Projects, including, but not limited to, all Contracts to sell electrical energy, capacity, power, bill credits or renewable energy credits (or similar credits or “green tags”) to any Person, power purchase agreements, Solar Renewable Energy Certificate sale agreements, VDER award summaries, community solar offtake agreements, Small C&I PPAs and VNEM agreements.
Sample 1
Revenue Contracts. 1. A Revenue Contract is an agreement under which the SFMTA will receive rent, lease payments, license fees, advertising revenues, profit sharing, grants, and other revenue or compensation. 2. The Director of Transportation is authorized to approve Revenue Contracts and modifications of such agreements where the aggregate sum of the anticipated revenues (or estimated value) of the agreement and all amendments does not require Board of Supervisors approval under Charter Section 9.118(a), (that is, where the anticipated revenues from the contract are less than $1,000,000 over its Contract Time, including all option or extension periods, and the Contract Time is less than ten years). 3. Subject to the certification requirements stated in Section D.1, below, the Director of Transportation may re-delegate authority to approve Revenue Contracts and amendments to Revenue Contracts to the SFMTA’s Chief Financial Officer, Division Directors and senior managers who are responsible for the subject matter of the contract, as follows: a. Original contract or task order with a Contract Amount not to exceed $500,000; b. Contract amendments with cumulative increases of 50 percent of the original Contract Amount, not to exceed $500,000; c. Contract amendments extending Contract Time, not to exceed 25 percent of the original Contract Time, and not to exceed 10 years total Contract Time (that is, the sum of the Contract Time stated in the original contract and all extensions of time).
Sample 1

Related to Revenue Contracts

  • Extra Contract Agreements The Employer agrees not to enter into any agreement or contract with his employees, individually or collectively, which in any way conflicts with the terms and provisions of this Agreement. Any such agreement shall be null and void.

  • Business Contracts All contracts and other agreements (other than the Real Property Leases and Personal Property Leases and the Accounts Receivable) to which the Seller is a party and which are utilized in the conduct of the Business, including without limitation contracts and other agreements relating to suppliers, sales representatives, distributors, consultants, customers, purchase orders, marketing and purchasing arrangements (the "Business Contracts");

  • Contract Payments Payments cannot be processed by Authorized Users until the Vehicles have been delivered and accepted in accordance with Section III.3

  • 190 Contract Complete This contract is the final expression of the Parties' agreement. There are no understandings, agreements, or representations, expressed or implied, which are not specified in this contract.

  • SUB-CONTRACTS (a) The Administrator may sub-contract or delegate the performance of all or any of its powers and obligations under this Agreement, provided that (but subject to Clause 3.2(b) herein): (i) the prior written consent of the Mortgages Trustee and Funding to the proposed arrangement (including, if Funding considers it necessary after consulting with the Security Trustee, approving any contract which sets out the terms on which such arrangements are to be made) has been obtained, the Security Trustee has been consulted and notification has been given to each of the Rating Agencies; (ii) where the arrangements involve the custody or control of any Mortgage Loan Files and/or Title Deeds relating to the Mortgage Portfolio for the purpose of performing any delegated Services, the sub-contractor or delegate has executed an acknowledgement in writing acceptable to Funding and the Security Trustee to the effect that any such Mortgage Loan Files and/or Title Deeds are and will be held to the order of the Mortgages Trustee (as trustee for the Beneficiaries); (iii) where the arrangements involve or may involve the receipt by the sub-contractor or delegate of monies belonging to the Beneficiaries which, in accordance with this Agreement, are to be paid into the relevant Collection Account, the sub-contractor or delegate has executed a declaration in writing acceptable to the Beneficiaries that any such monies held by it or to its order are held on trust for the Beneficiaries and will be paid forthwith into the relevant Collection Account in accordance with the terms of the Mortgages Trust Deed; (iv) any such sub-contractor or delegate has executed a written waiver of any Security Interest arising in connection with such delegated Services (to the extent that such Security Interest relates to the Mortgage Portfolio or any amount referred to in (iii) above); and (v) neither the Mortgages Trustee, the Security Trustee nor the Beneficiaries shall have any liability for any costs, charges or expenses payable to or incurred by such sub-contractor or delegate or arising from the entering into, the continuance or the termination of any such arrangement. (b) The provisos to Clause 3.2(a) (i), (ii) and (iii) herein shall not apply: (i) to the engagement by the Administrator of: (1) any receiver, solicitor, insurance broker, valuer, surveyor, accountant, estate agent, insolvency practitioner, auctioneer, bailiff, debt counsellor, tracing agent, property management agent, licensed or qualified conveyancer or other professional adviser acting as such; or (2) any locksmith, builder or other contractor acting as such in relation to a Mortgaged Property, in any such case being a person or persons whom the Administrator would be willing to appoint in respect of its own mortgages in connection with the performance by the Administrator of any of its obligations or functions or in connection with the exercise of its powers under this Agreement; or (ii) to any delegation to any wholly-owned subsidiary of the Seller from time to time. (c) The Mortgages Trustee and/or Funding and the Security Trustee may require the Administrator to assign to the Mortgages Trustee any rights which the Administrator may have against any sub-contractor or delegate arising from the performance of services by such person in association with any matter contemplated by this Agreement and the Administrator acknowledges that such rights assigned to the Mortgages Trustee will be exercised by the Mortgages Trustee as trustee for the Beneficiaries subject to the terms of the Mortgages Trust Deed. (d) Notwithstanding any sub-contracting or delegation of the performance of the Administrator's obligations under this Agreement: (i) the Administrator shall not thereby be released or discharged from any liability hereunder; (ii) the Administrator shall remain responsible for the performance of the obligations of the Administrator under this Agreement; (iii) the performance or non-performance or the manner of performance of any sub-contractor or delegate of any of the Services shall not affect the Administrator's obligations under this Agreement; (iv) any breach in the performance of the Services by any sub-contractor or delegate shall, subject to the Administrator being entitled for a period of twenty (20) Business Days from receipt of notice of the breach to remedy such breach by any sub-contractor or delegate, be treated as a breach of this Agreement by the Administrator; and (v) the Security Trustee shall have no liability for any act or omission of the sub-contractor or delegate and shall have no responsibility for monitoring or investigating the suitability of any such sub-contractor or delegate.

  • Complete Contract This Contract contains all the terms agreed upon by the Parties with respect to the subject matter of this Contract and supersedes all prior agreements, arrangements, and communications between the Parties concerning such subject matter, whether oral or written.

  • Material Contracts and Transactions Other than as expressly contemplated by this Agreement, there are no material contracts, agreements, licenses, permits, arrangements, commitments, instruments, understandings or contracts, whether written or oral, express or implied, contingent, fixed or otherwise, to which Pubco is a party except as disclosed in writing to Priveco or as disclosed in the Pubco SEC Documents.

  • Status of Contracts Except as set forth in Schedule 5.17, each of the Seller Agreements constitutes a valid and binding obligation of the parties thereto and is in full force and effect and (except for those Seller Agreements which by their terms will expire prior to the Closing Date or are otherwise terminated prior to the Closing Date in accordance with the provisions hereof) may be transferred to Buyer pursuant to this Agreement and will continue in full force and effect thereafter, in each case without breaching the terms thereof or resulting in the forfeiture or impairment of any rights thereunder and without the consent, approval or act of, or the making of any filing with, any other party. Each Seller Party has fulfilled and performed in all material respects its obligations under each of the Seller Agreements, and each Seller Party is not in, or alleged to be in, material breach or default under, nor to the Knowledge of Seller is there or is there alleged to be any basis for termination of, any of the Seller Agreements. To the Knowledge of Seller, (i) no other party to any of the Seller Agreements has materially breached or defaulted thereunder, and (ii) no event has occurred and no condition or state of facts exists which, with the passage of time or the giving of notice or both, would constitute such a default or breach by any Seller Party or by any such other party. No Seller Party is currently renegotiating any of the Seller Agreements or paying liquidated damages in lieu of performance thereunder. Complete and correct copies of each of the Seller Agreements have heretofore been made available to Buyer by Seller.

  • School Code, Section 10-20.21 - Contracts (Sheet is unprotected and can be re-formatted as needed, but must be used for submission)

  • Assumed Contracts (a) Other than the Assumed Contracts, no existing contracts with Seller shall be assumed by Purchaser, without specific, individual, written consent by Purchaser. (b) Seller shall provide Purchaser a list of all existing contracts on Schedule 3.9(b). Except for the Assumed Contracts, Seller is not a party to or otherwise bound by the terms of any material contract, agreement or obligation, written or oral, affecting the Business or the Assets. Seller shall separately identify each Assumed Contract (i) pursuant to which any other party is granted “most favored party” rights of any type or scope, or containing any non-solicitation or non-competition covenants or other restrictions relating to the Business or that limits the freedom of Seller to engage or participate, or compete with any other Person, in any line of business, market or geographic area, or to make use of any Transferred Intellectual Property, (ii) that is an IP Agreement, (iii) that imposes on Seller payment obligations (contingent or otherwise) in excess of $5,000 per annum, (iv) that provides for payments to Seller in excess of $5,000 per annum, (v) that constitutes a partnership or joint venture agreement, (vi) that evidences outstanding Indebtedness which constitutes an Asset and (vii) that is a Lease. (c) Assumed Contracts (if any) are valid, binding and in full force and effect and enforceable by Seller prior to Closing and by Purchaser upon and after Closing.. Neither Seller, nor, to Seller’s Knowledge, any other party, is in material breach, violation of, or default under, and to the Knowledge of Seller, no event has occurred which, with the lapse of time or the giving of notice, or both, is reasonably likely to result in a breach or violation by Seller or such other party of, or default under, any Assumed Contract, and there are no existing disputes or claims of default relating thereto, or any facts or conditions Known to Seller which, if continued, will result in a material default or claim of default thereunder. Seller has not received any written or, to the Knowledge of Seller, oral notice of the intention of any party to terminate, cancel, amend or not renew any Assumed Contract. Except as set forth in Section 1.7, no consents are necessary for the effective assignment to and assumption by Purchaser of any of the Assumed Contracts including but not limited to the lease on the Premises. Seller has furnished or made available to Purchaser true and complete copies of all Assumed Contracts and descriptions of all material terms of Assumed Contracts that are not in writing, including any amendments, waivers or other changes thereto.

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