Purchaser Tax Equity Guaranty definition

Purchaser Tax Equity Guaranty means that certain Guaranty Agreement to be entered into on or around the Closing Date by Purchaser Parent, on behalf of Class B Holdco, in favor of the Tax Equity Investor, the form of which shall be subject to Purchaser’s approval pursuant to Section 5.12(a).
Purchaser Tax Equity Guaranty means (a) that certain Guaranty Agreement to be entered into pursuant to the LV Tax Equity ECCA, by Purchaser Parent, on behalf of LV Class B Holdco, in favor of the Tax Equity Investor, the form of which shall be subject to Purchaser’s approval pursuant to Section 5.12(a), or (b) that certain Guaranty Agreement to be entered into pursuant to the D1 Tax Equity ECCA, by Purchaser Parent, on behalf of D1 Class B Holdco, in favor of the Tax Equity Investor, the form of which shall be subject to Purchaser’s approval pursuant to Section 5.12(a), as the context may require.

Examples of Purchaser Tax Equity Guaranty in a sentence

  • Simultaneously with or prior to the Closing, Purchaser Parent shall have executed, and delivered to the Tax Equity Investor, the Purchaser Tax Equity Guaranty.

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  • The indemnity obligations of Seller pursuant to Section 6.01(b) shall survive until (A) as to item 1 of Schedule 6.01, any right of a counterparty of any Project Company to receive Delay Damages has expired or been terminated and (B) as to item 2 of Schedule 6.01, until the applicable Purchaser Tax Equity Guaranty or Purchaser Tax Credit Transfer Guaranty (if any) has expired or been terminated and any claims thereunder are fully and finally resolved and no longer subject to appeal or rehearing.

  • Simultaneously with or prior to the Closing, Purchaser Parent shall have executed, and delivered to (i) the Tax Equity Investor, the Purchaser Tax Equity Guaranty in respect of the First Funded Project, (ii) the Administrative Agent, the Purchaser Cash Diversion Guaranty in respect of the First Funded Project, and (iii) any Tax Credit Purchaser, the Purchaser Tax Credit Transfer Guaranty in respect of the First Funded Project, if applicable.

  • The form of the Tax Equity ECCA, along with each schedule, exhibit or annex thereto (including the form of each other Tax Equity Agreement) and the initial form of the Tax Equity Model, in each case, shall be subject to the prior written consent of Purchaser (which consent shall not be unreasonably withheld or delayed, except that such consent may be withheld in Purchaser’s sole discretion with respect to the Purchaser Tax Equity Guaranty and the initial Tax Equity Model).

Related to Purchaser Tax Equity Guaranty

  • Facility Guaranty means the Guaranty made by the Guarantors in favor of the Agent and the other Credit Parties, in form reasonably satisfactory to the Agent.

  • Security Guarantee means the guarantee of the Securities executed by each Guarantor and the notation thereof executed pursuant to the provisions of this Indenture.

  • Holdings Guaranty means the Holdings Guaranty made by Holdings in favor of the Administrative Agent on behalf of the Secured Parties, substantially in the form of Exhibit F.

  • Seller Guaranty means a guaranty of payment and performance issued by a Seller Guarantor in the form attached to this Agreement as Exhibit V or in such other form as may be acceptable to Purchaser acting reasonably.

  • Subsidiary Guaranty is defined in Section 9.7(a).

  • Company Guaranty means the Company Guaranty made by the Company in favor of the Administrative Agent and the Lenders, substantially in the form of Exhibit F.

  • Parent Company Guarantee means a guarantee issued in favour of the Operator in substantially the form set out in Schedule 6 (Form of Parent Company Guarantee).

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Seller Guarantor has the meaning set forth in the Preamble.

  • Subsidiary Guaranty Agreement means each unconditional guaranty agreement executed by the Subsidiary Guarantors in favor of the Administrative Agent for the ratable benefit of the Secured Parties, substantially in the form of Exhibit H, as amended, restated, supplemented or otherwise modified from time to time.

  • Specified Guarantor means any Guarantor that is not an “eligible contract participant” under the Commodity Exchange Act (determined prior to giving effect to Section 11.12).

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Consumer Guarantee means a right or guarantee the Customer may have under the Australian Consumer Law or other rights in relation to the supply of goods or services (such as terms implied into a contract) that cannot lawfully be excluded.

  • Limited Guarantor With respect to any Series (or Class within such Series), a Person specified in the related Supplement as providing a guarantee or insurance policy or other credit enhancement supporting the distributions in respect of such Series (or Class within such Series) as and to the extent specified in such Supplement.

  • Limited Guarantee has the meaning set forth in the Recitals.

  • Limited Guaranty With respect to any Series (or Class within such Series), any guarantee of, or insurance policy or other comparable form of credit enhancement with respect to, amounts required to be distributed in respect of such Series (or Class) or payments under all or certain of the Underlying Securities relating to such Series or Class, executed and delivered by a Limited Guarantor in favor of the Trustee, for the benefit of the Certificateholders, as specified in the related Supplement.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • U.S. Subsidiary Guarantor means each U.S. Subsidiary which has executed and delivered to the U.S. Administrative Agent the U.S. Subsidiary Guaranty (or a supplement thereto).

  • Guaranteed Parties means (a) each Lender, (b) each Issuing Bank, (c) the Administrative Agent, (d) each Joint Bookrunner, (e) each Person to whom any Guaranteed Cash Management Obligations are owed, (f) each counterparty to any Swap Agreement the obligations under which constitute Guaranteed Swap Obligations, (g) the beneficiaries of each indemnification obligation undertaken by any Loan Party under any Loan Document and (h) the permitted successors and assigns of each of the foregoing.

  • Parent Guarantee means the guarantee by Parent Guarantor of the obligations of the Issuer under this Indenture and the Securities in accordance with the provisions of this Indenture.

  • Guaranty means, with respect to any Person, any obligation (except the endorsement in the ordinary course of business of negotiable instruments for deposit or collection) of such Person guaranteeing or in effect guaranteeing any indebtedness, dividend or other obligation of any other Person in any manner, whether directly or indirectly, including (without limitation) obligations incurred through an agreement, contingent or otherwise, by such Person:

  • Guaranteed Liabilities means all moneys, obligations and liabilities expressed to be guaranteed by the Guarantor in clause 2.1;

  • VA Loan Guaranty Agreement means the obligation of the United States to pay a specific percentage of a Mortgage Loan (subject to a maximum amount) upon default of the Mortgagor pursuant to the Servicemen’s Readjustment Act, as amended.

  • security guard means an employee defined as a “guard” or a “security guard” in terms of the Basic Conditions of Employment Act, 1983;

  • U.S. Subsidiary Guarantors means (a) each Domestic Subsidiary (other than an Unrestricted Subsidiary) on the Closing Date and (b) each Domestic Subsidiary that becomes a party to the Guarantee after the Closing Date pursuant to Section 9.11.

  • Parent Guaranty means the guaranty of the Parent pursuant to Section 15.