Specified Seller Fault Event definition

Specified Seller Fault Event means (a) the gross negligence, fraud or willful misconduct of, or the intentional withholding, over or under generation or over or under production, or over or under-forecasting, of Contract Capacity, Storage Capacity, Capacity-Related Benefits, Contract Energy, Storage Energy, Environmental Attributes, and/or Other Electric Products by, Seller, its Affiliates or Subcontractors, or their respective directors, officers, partners, members, trustees, employees, agents or representatives, or (b) a breach of Seller’s obligations under this Agreement (including Section 4.4 and Section 9.1(b)).
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Specified Seller Fault Event means (i) the gross negligence, fraud or willful misconduct of, or the intentional withholding or over-generation, or under-forecasting, of Contract Capacity, Capacity-Related Benefits, Contract Energy, Environmental Attributes and/or Other Electric Products by, Seller, its Affiliates or Subcontractors, or their respective directors, officers, partners, members, trustees, employees, agents or representatives, or (ii) a breach of Seller’s obligations under this Agreement (including Section 4.4 and Section 9.1(b)).
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Examples of Specified Seller Fault Event in a sentence

  • To the extent that Seller generates Energy from the Facility in excess of the Maximum Delivered Contract Energy and such excess generation is not the result of a Specified Seller Fault Event, Seller shall have the right to sell such excess generation (the excess generation that Seller is entitled to sell, the “Inadvertent Imbalance Energy”) for its own account.

Related to Specified Seller Fault Event

  • Warranty Event As to any Asset, the discovery that as of the related Cut-Off Date or Funding Date there had existed a breach of any representation or warranty relating to such Asset and the continuance of such breach through any applicable determination date or beyond any applicable cure period.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:

  • Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).

  • Excluded Transaction means any transaction in which assets are transferred to: (A) a shareholder of the Company (determined immediately before the asset transfer) in exchange for or with respect to its stock; (B) an entity, fifty percent (50%) or more of the total value or voting power of which is owned, directly or indirectly, by the Company (determined after the asset transfer); (C) a Person, or more than one Person Acting as a Group, that owns, directly or indirectly, fifty percent (50%) or more of the total value or voting power of all the outstanding stock of the Company (determined after the asset transfer); or (D) an entity at least fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by a Person described in clause (C) (determined after the asset transfer).

  • ii) Event means any event described in Section 11(a)(ii) hereof.

  • Specified Acquisition Period means a period elected by the Borrower that commences on the date elected by the Borrower, by notice to the Administrative Agent, following the occurrence of a Specified Acquisition and ending on the earliest of (a) the third Quarterly Testing Date occurring after the consummation of such Specified Acquisition, (b) the date designated by the Borrower as the termination date of such Specified Acquisition Period, or (c) the Quarterly Testing Date on which the Borrower is in compliance with Section 7.09 as such compliance is determined as if such period was not a Specified Acquisition Period; provided, in the event the Leverage Ratio exceeds 5.00 to 1.00 as of the end of any Fiscal Quarter in which a Specified Acquisition has occurred, the Borrower shall be deemed to have so elected a Specified Acquisition Period with respect thereto on such last day of such Fiscal Quarter, and provided, further, following the election (or deemed election) of a Specified Acquisition Period, the Borrower may not elect (or be deemed to have elected) a subsequent Specified Acquisition Period unless, at the time of such subsequent election, the Leverage Ratio does not exceed 5.00 to 1.00; and provided further with respect to a Specified Acquisition by an Unrestricted Subsidiary or a joint venture, a Specified Acquisition Period may be elected by the Borrower (or may be deemed elected by the Borrower) only if the consideration for such Specified Acquisition is raised by the Borrower or a Subsidiary. Only one Specified Acquisition Period may be elected (or deemed elected) with respect to any particular Specified Acquisition.

  • Excluded Transactions means:

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Purchaser Default has the meaning set forth in Section 12.2 (a).

  • Flip-Over Event means any event described in clause (x), (y) or (z) of Section 13(a) hereof.

  • Liquidity Event of Default with respect to any Liquidity Facility, has the meaning assigned to such term in such Liquidity Facility.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Excluded Events has the meaning set forth in Section 6.1(d)(ii).

  • Specified Event of Default means any Event of Default under Section 8.01(a), (f) or (g).

  • Specified Equity Contribution has the meaning specified in Section 8.04.

  • Flip-in Event means a transaction in or pursuant to which any Person becomes an Acquiring Person;

  • Data Loss Event means any event that results, or may result, in unauthorised access to Personal Data held by the Contractor under this Agreement, and/or actual or potential loss and/or destruction of Personal Data in breach of this Agreement, including any Personal Data Breach.

  • Tax Event Repayment Date means the date set out in a notice from the Issuer to the Bondholders pursuant to Clause 10.4 (Early redemption option due to a tax event).