Tucano 1 Project CAPEX Amount Sample Clauses

Tucano 1 Project CAPEX Amount. Auren Parties may, at their sole discretion on or before thirty (30) days following (a) the date on which substantial completion of Tucano 1 Project has been achieved, and (b) the date on which the last Condition Precedent has been verified or waived, whatever occurs last, waive the satisfaction of the Condition Precedent set forth in Section 3.2.6(ii) above, provided, however, that in the event Auren Parties unilaterally waive such Condition Precedent pursuant to the provided in this Section, the Aggregate Redemption Amount and the Exchange Ratio – Merger of NewCo shall not be adjusted to account for the CAPEX actually incurred by AES Brasil and its subsidiaries to achieve completion of the Tucano 1 Project. Notwithstanding the foregoing, if AHB Holdings request the Auren Parties to, any time on or before thirty (30) days following (a) the date on which substantial completion of Tucano 1 Project has been achieved, and (b) the date on which the last Condition Precedent has been verified or waived, whatever occurs last, to waive the Condition Precedent set forth in Section 3.2.6(ii) and, in this event, the Aggregate Redemption Amount and the Exchange Ratio – Merger of NewCo shall be adjusted in accordance with the provisions of Section 2.3.2(vi) and Section 2.4.2(v).‌
AutoNDA by SimpleDocs

Related to Tucano 1 Project CAPEX Amount

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Xxxxx County, Texas.

  • Term The term of this Agreement will be ten (10) years from the Effective Date (as such term may be extended pursuant to Section 4.2, the “Term”).

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • NOW, THEREFORE the parties agree as follows:

  • Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

Time is Money Join Law Insider Premium to draft better contracts faster.