Common use of The Company Contracts Clause in Contracts

The Company Contracts. (a) Schedule 3.13(a) of the Disclosure Schedules contains a true, correct and complete list of all material Contracts and amendments, modifications and supplements thereto, to which HoldCo or the Subsidiary is a party or by which HoldCo, the Subsidiary or any of their assets or properties are bound (collectively, the “Company Contracts”), which includes: (i) all Contracts for the purchase, exchange or sale of electric power, capacity, or ancillary services; (ii) all Contracts for the transmission of electric power; (iii) all interconnection Contracts for electricity; (iv) all Contracts with Seller or any Affiliate of Seller; (v) all Contracts relating to the Acquired Interests or membership interests of HoldCo or the Subsidiary; and (vi) all Contracts otherwise material to HoldCo or the Subsidiary which provide for payments by or to HoldCo or the Subsidiary in excess of $50,000 for each individual Contract or $100,000 in the aggregate for all such Contracts. (b) Seller has provided Purchaser with, or access to, true, correct and complete copies of all the Company Contracts and all amendments, modifications and supplements thereto. Each Company Contract constitutes the legal, valid, binding and enforceable obligation of HoldCo or the Subsidiary and to the Knowledge of Seller, the other parties thereto, except as may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws of general application affecting the rights and remedies of creditors, and (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law). Each Company Contract is in full force and effect, except to the extent such non-compliance would not reasonably be expected to have a Material Adverse Effect. (c) Except as disclosed on Schedule 3.13(c) of the Disclosure Schedules, neither HoldCo nor the Subsidiary or, to the Knowledge of Seller, the other parties thereto, is in material violation or breach of or default under any Company Contract to which it is a party. (d) None of Seller, HoldCo or the Subsidiary has given or received notice or other communication regarding any actual, alleged, possible or potential material violation or material breach with respect to any material provision of, or any material default under, or intent to cancel or terminate, any Company Contract since the Financial Closing Date.

The Company Contracts. (a) Schedule 3.13(a) of the Disclosure Schedules contains a true, correct and complete list of all material Contracts and all amendments, modifications and supplements thereto, to which HoldCo or any of the Subsidiary Subsidiaries is a party or by which HoldCo, any of the Subsidiary Subsidiaries or any of their assets or properties are bound (collectively, the “Company Contracts”), which includes: (i) all Contracts for the purchase, exchange or sale of electric power, capacity, or ancillary services; (ii) all Contracts for the transmission of electric power; (iii) all interconnection Contracts for electricity; (iv) all Contracts with Seller or any Affiliate of Seller; (v) all Contracts relating to the Acquired Interests or membership interests of HoldCo or the SubsidiarySubsidiaries; and (vi) all Contracts otherwise material to HoldCo or the any Subsidiary which provide for payments by or to HoldCo or the any Subsidiary in excess of $50,000 125,000 for each individual Contract or $100,000 500,000 in the aggregate for all such Contracts. (b) Seller has provided Purchaser with, or access to, true, correct and complete copies of all the Company Contracts and all amendments, modifications and supplements thereto. Each Company Contract constitutes the legal, valid, binding and enforceable obligation of HoldCo or the applicable Subsidiary and to the Knowledge of Seller, the other parties thereto, except as may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws of general application affecting the rights and remedies of creditors, and (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law). Each Company Contract is in full force and effect, except to the extent such non-compliance would not reasonably be expected to have a Material Adverse Effect. (c) Except as disclosed on Schedule 3.13(c) of the Disclosure Schedules, neither HoldCo nor the any Subsidiary or, to the Knowledge of Seller, the other parties thereto, is in material violation or breach of or default under any Company Contract to which it is a party. (d) None of Seller, HoldCo or the Subsidiary Subsidiaries has given or received notice or other communication regarding any actual, alleged, possible or potential material violation or material breach with respect to any material provision of, or any material default under, or intent to cancel or terminate, any Company Contract since the Financial Closing Date.

The Company Contracts. (a) Schedule 3.13(a) of the Disclosure Schedules contains a true, correct and complete list of all material Contracts and amendments, modifications and supplements thereto, to which HoldCo or the any Subsidiary is a party or by which HoldCo, the any Subsidiary or any of their assets or properties are bound (collectively, the “Company Contracts”), which includes: (i) all Contracts for the purchase, exchange or sale of electric power, capacity, or ancillary services; (ii) all Contracts for the transmission of electric power; (iii) all interconnection Contracts for electricity; (iv) all Contracts with Seller or any Affiliate of Seller; (v) all Contracts relating to the Acquired Interests or membership interests of HoldCo or the SubsidiarySubsidiaries; and (vi) all Contracts otherwise material to which HoldCo or the any Subsidiary is a party which provide for payments by or to HoldCo or the any Subsidiary in excess of $50,000 250,000 for each individual Contract or $100,000 500,000 in the aggregate for all such Contracts. (b) Except as disclosed in Section XIV of Schedule 3.13(a) of the Disclosure Schedules, Seller has provided Purchaser with, or access to, true, correct and complete copies of all the Company Contracts and all amendments, modifications and supplements thereto. Each Company Contract constitutes the legal, valid, binding and enforceable obligation of HoldCo or the Subsidiary party thereto and to the Knowledge of Seller, the other parties thereto, except as may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws of general application affecting the rights and remedies of creditors, and (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law). Each Company Contract is in full force and effect, except to the extent such non-compliance would not reasonably be expected to have a Material Adverse Effect. (c) Except as disclosed on Schedule 3.13(c) of the Disclosure Schedules, neither HoldCo nor the any Subsidiary or, to the Knowledge of Seller, the other parties thereto, is in material violation or breach of or default under any Company Contract to which it is a party. (d) None of Seller, HoldCo or the any Subsidiary has given or received notice or other communication regarding any actual, alleged, possible or potential material violation or material breach with respect to any material provision of, or any material default under, or intent to cancel or terminate, any Company Contract since the Financial Acquisition Closing Date.

The Company Contracts. (a) Schedule 3.13(a) of the Disclosure Schedules contains a true, correct and complete list of all material Contracts and amendments, modifications and supplements thereto, to which HoldCo Holdco or the any Subsidiary is a party or by which HoldCoHoldco, the any Subsidiary or any of their assets or properties are bound (collectively, the “Company Contracts”), which includes: (i) all Contracts for the purchase, exchange or sale of electric power, capacity, or ancillary services; (ii) all Contracts for the transmission of electric power; (iii) all interconnection Contracts for electricity; (iv) all Contracts with Seller or any Affiliate of Seller; (v) all Contracts relating to the Acquired Interests or membership interests of HoldCo Holdco or the any Subsidiary; and (vi) all Contracts otherwise material to HoldCo Holdco or the any Subsidiary which provide for payments by or to HoldCo Holdco or the such Subsidiary in excess of $50,000 100,000 for each individual Contract or $100,000 500,000 in the aggregate for all such Contracts. (b) Seller has provided Purchaser with, or access to, true, correct and complete copies of all the Company Contracts and all amendments, modifications and supplements thereto. Each Company Contract constitutes the legal, valid, binding and enforceable obligation of HoldCo the Holdco or the Subsidiary party thereto and to the Knowledge of Seller, the other parties thereto, except as may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws of general application affecting the rights and remedies of creditors, and (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law). Each Company Contract is in full force and effect, except to the extent such non-compliance would not reasonably be expected to have a Material Adverse Effect. (c) Except as disclosed on Schedule 3.13(c) of the Disclosure Schedules, neither HoldCo Holdco nor the any Subsidiary or, to the Knowledge of Seller, the other parties thereto, is in material violation or breach of or default under any Company Contract to which it is a party. (d) None Since the Lookback Date, none of Seller, HoldCo Holdco or the any Subsidiary has given or received notice or other communication regarding any actual, alleged, possible or potential material violation or material breach with respect to any material provision of, or any material default under, or intent to cancel or terminate, any Company Contract since the Financial Closing DateContract.

The Company Contracts. (a) Schedule 3.13(a) of the Disclosure Schedules contains a true, correct and complete list of all material Contracts and amendments, modifications and supplements thereto, to which HoldCo or the Subsidiary is a party or by which HoldCo, the Subsidiary or any of their assets or properties are bound (collectively, the “Company Contracts”), which includes: (i) all Contracts for the purchase, exchange or sale of electric power, capacity, or ancillary services; ; (ii) all Contracts for the transmission of electric power; ; (iii) all interconnection Contracts for electricity; ; (iv) all Contracts with Seller or any Affiliate of Seller; ; (v) all Contracts relating to the Acquired Interests or membership interests of HoldCo or the Subsidiary; and and (vi) all Contracts otherwise material to HoldCo or the Subsidiary which provide for payments by or to HoldCo or the Subsidiary in excess of $50,000 for each individual Contract or $100,000 in the aggregate for all such Contracts.or (b) Seller has provided Purchaser with, or access to, true, correct and complete copies of all the Company Contracts and all amendments, modifications and supplements thereto. Each Company Contract constitutes the legal, valid, binding and enforceable obligation of HoldCo or the Subsidiary and to the Knowledge of Seller, the other parties thereto, except as may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws of general application affecting the rights and remedies of creditors, and (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law). Each Company Contract is in full force and effect, except to the extent such non-compliance would not reasonably be expected to have a Material Adverse Effect. (c) Except as disclosed on Schedule 3.13(c) of the Disclosure Schedules, neither HoldCo nor the Subsidiary or, to the Knowledge of Seller, the other parties thereto, is in material violation or breach of or default under any Company Contract to which it is a party. (d) None of Seller, HoldCo or the Subsidiary has given or received notice or other communication regarding any actual, alleged, possible or potential material violation or material breach with respect to any material provision of, or any material default under, or intent to cancel or terminate, any Company Contract since the Financial Closing Date.