Seller Performance Security Sample Clauses

Seller Performance Security. If at any xxxx Xxxxxx (or Seller’s Guarantor) has Insufficient Credit Status, Seller shall deliver to Buyer within two (2) Business Days following the commencement of such Insufficient Credit Status either (a) a Letter of Credit; (b) a guaranty from a Seller’s Guarantor (substantially in the form attached hereto as Exhibit E) (so long as such Insufficient Credit Status is not with respect to such Seller’s Guarantor) or (c) other collateral in form and substance reasonably acceptable to Buyer, in each case in an amount equal to [**], which amount shall escalate at [**] per annum on January 1, 2024 and on January 1st of each year thereafter until the end of the Term; provided, that if Seller has Insufficient Credit Status as of the date of execution of this Agreement, then Seller shall be obligated to provide Seller Performance Security as of the date of execution of this Agreement. Costs of a Letter of Credit posted hereunder shall be borne by the applicant for such Letter of Credit.
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Seller Performance Security. Upon execution of this Agreement, Seller shall deliver to Buyer Eligible Collateral in an amount [***] (the “Seller Performance Security”). The Seller Performance Security shall be reduced to (a) [***] as of the first Day of the [***] Annual Period, (b) [***] as of the first Day of the [***] Annual Period, and (c) [***] as of the first Day of the [***] Annual Period. The parties agree that the initial Seller Performance Security shall be in the form of a Seller Guaranty from Duke Capital Corporation. In the event that a Material Adverse Change occurs in respect of Seller, upon two (2) Business Days prior written notice from Buyer, Seller shall deliver to Buyer replacement Seller Performance Security in the form of Eligible Collateral. Seller shall endeavor to give Buyer prompt written notice of any Material Adverse Change in respect of Seller but the failure to do so shall not be a Default or Event of Default hereunder.
Sample 1
Seller Performance Security. (a) As a condition to the occurrence of the Effective Date, Seller shall have furnished to Buyer one or more letters of credit issued by Qualified Issuers in the form attached hereto as Appendix E, as such form may be modified with the consent of Buyer (not to be unreasonably withheld or delayed) to reflect the reasonable requests of the Qualified Issuer, in the aggregate amount of sixteen million dollars ($16,000,000), which shall secure all of Seller’s obligations to pay liquidated damages under Section 3.7 (“Project Development Security”). From and after the Effective Date, Seller shall provide such Project Development Security until Buyer is required to return the Project Development Security under Section 5.9(c) below. In the event that at any time any draws on the Project Development Security shall reduce the available amount thereof below eight million dollars ($8,000,000), Seller shall promptly, but in no event later than five (5) Business Days, replenish the amount thereof to sixteen million dollars ($16,000,000).
Sample 1
Seller Performance Security. Seller will provide on the Effective Date (as defined below) replacement Eligible Collateral for the Seller Performance Security in accordance with the terms of the PPA. Upon receipt of such replacement Eligible Collateral, GPC will release the existing Eligible Collateral for the Seller Performance Security.
Sample 1
Seller Performance Security. (a) As a condition to the occurrence of the Effective Date, Seller shall have furnished to Buyer cash (to be held in an escrow account), one or more letters of credit or guarantees issued by Qualified Issuers in accordance with Section 5.4(j), in either the form attached hereto as Appendices E or G, respectively, or in such other form as is reasonably acceptable to Buyer, or combinations of any of them, in the aggregate amount of Twelve Million Dollars ($12,000,000), which will guarantee Seller’s obligations under this Agreement; provided, however, that as a condition to the achievement of Partial Commercial Operation, Seller shall increase the amount of such security to Thirty Five Million Dollars ($35,000,000) (such security, collectively, the “Project Development Security”). From and after the Effective Date, Seller shall maintain such Project Development Security (less any draws on such security that were properly made by Buyer) until Seller posts the Delivery Term Security pursuant to Section 5.4(b) below, or until Buyer is required to return the Project Development Security under Section 5.4(c) below.
Sample 1
Seller Performance Security. (a) Within thirty (30) days following the date that the Project Participant Approval has been received, Seller shall have furnished to Buyer a letter of credit issued by a Qualified Issuer substantially in the form of Appendix E, as such form may be modified with the consent of Buyer (not to be unreasonably withheld, conditioned or delayed), in an amount equal to which shall secure all of Seller’s obligations to pay liquidated damages under Section 3.7 (“Project Development Security”). Seller shall maintain such Project Development Security until Buyer is required to return the Project Development Security under Section 5.9(c) below. Any reduction of the Minimum Capacity pursuant to Section 2.4 or Section 3.1 shall result in the recalculation of the amount of Project Development Security and Seller shall be entitled to reduce the Project Development Security in accordance with such calculation. In the event that Xxxxx draws on the Project Development Security at any time, Seller shall within ten (10) Business Days thereafter replenish such Project Development Security; provided, however, that in no event shall the aggregate amount of the original posting of Project Development Security plus all such replenishments exceed an amount equal to two hundred percent (200%) of the applicable amount of Project Development Security required to be maintained by Seller at the time of any such replenishment.
Sample 1
Seller Performance Security. (a) Within thirty (30) days following the date that the Project Participant Approval has been received, Seller shall have furnished to Buyer a letter of credit issued by a Qualified Issuer substantially in the form of Appendix E, as such form may be modified with the consent of Buyer (not to be unreasonably withheld, conditioned or delayed), in an amount equal to which shall secure all of Seller’s obligations to pay liquidated damages under
Sample 1
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Seller Performance Security 
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Related to Seller Performance Security

  • Continuity of Service and Performance Unless otherwise agreed in writing, the Parties shall continue to provide service and honor all other commitments under this Agreement during the course of a Dispute with respect to all matters not subject to such Dispute.

  • Performance Obligations The Purchaser shall have performed in all respects all obligations required to be performed by it under this Agreement at or prior to the Closing.

  • KEY PERFORMANCE INDICATORS 10.1 The Supplier shall at all times during the Framework Period comply with the Key Performance Indicators and achieve the KPI Targets set out in Part B of Framework Schedule 2 (Goods and/or Services and Key Performance Indicators).

  • Performance Requirements 1. Neither Party may impose or enforce any of the following requirements, or enforce any commitment or undertaking, in connection with the establishment, acquisition, expansion, management, conduct or operation of an investment of an investor of a Party or of a non-Party in its territory:

  • Performance Conditions The Shares shall be issuable only if (and to the extent) that the Performance Criteria, set forth herein, are satisfied during the Performance Period. The Controller of the Company and the Compensation Committee of the Board of Directors of the Company shall certify whether, and to what extent, the Performance Criteria have been achieved. If the minimum performance is not met, no Shares shall be issued and the Award shall be forfeited.

  • Due Performance Each party to this Agreement undertakes the obligation that the other's expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may, in writing, demand adequate assurance of due performance and until such written assurance is received may, if commercially reasonable, suspend any performance for which the agreed return has not been received.

  • Performance Bond Unless otherwise prohibited by law, the Department may require the Contractor to furnish, without additional cost to the Department, a performance bond or irrevocable letter of credit or other form of security for the satisfactory performance of work hereunder. The Department shall determine the type and amount of security.

  • Performance Condition Notwithstanding the vesting schedule stated in the Award Notification, your Restricted Stock Units shall not vest unless the Company achieves positive Adjusted Net Earnings in any fiscal year during the term of the Award. “Adjusted Net Earnings” means net earnings determined in accordance with GAAP as publicly reported by the Company for a fiscal year, adjusted to eliminate the following: (1) the cumulative effect of changes in GAAP; (2) gains and losses from discontinued operations; (3) extraordinary gains or losses; and (4) any other unusual or nonrecurring gains or losses which are separately identified and quantified, including merger related charges. 

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