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

  • Default under Specified Transaction provisions of Section 5(a)(v) will not apply to Party A and will not apply to Party B.

  • 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.

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Post-Transaction Period means, with respect to any Specified Transaction, the period beginning on the date such Specified Transaction is consummated and ending on the last day of the eighth full consecutive fiscal quarter immediately following the date on which such Specified Transaction is consummated.

  • Step Up Event means a failure to meet the Minimum Rating Requirement at any time, unless:

  • 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 holders of Common Shares. 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.

  • Book-Up Event means an event that triggers a positive adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).

  • Excluded Transactions means:

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

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

  • Pro Forma Event has the meaning set forth in the definition of “pro forma basis.”

  • Purchaser Default has the meaning set forth in Section 11.2(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.

  • Specified Event has the meaning given to such term in the definition of “Consolidated EBITDA.”

  • Post-Closing Tax Period means any Tax period (or portion thereof) beginning after the Closing Date.

  • Knock Out Event means the event as defined in §4(4).

  • 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.

  • XXXX Event means if there are any Mortgaged Properties at any time, any increase, extension of the maturity or renewal of any of the Commitments or Loans (including any incremental credit facility hereunder, but excluding (i) any continuation or conversion of Borrowings, (ii) the making of any Revolving Loans or (iii) the issuance, renewal or extension of Letters of Credit).

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

  • Specified Event of Default means an Event of Default under Section 7.01(a), (b), (h) or (i).

  • Specified Equity Contribution means any cash contribution to the common equity of Holdings and/or any purchase or investment in an Equity Interest of Holdings other than Disqualified Equity Interests.

  • Knock-in Event means (i) the event or occurrence specified as such in the relevant Final Terms; and(ii) (unless otherwise specified in the applicable Final Terms) that the price of the Security or, as the case may be, the level of the Index, determined by the Calculation Agent as of the Knock-in Valuation Time on any Knock-in Determination Day is, as specified in the applicable Final Terms, (i) "greater than", (ii) "greater than or equal to", (iii) "less than" or (iv) "less than or equal to" the Knock-in Price or, as the case may be, the Knock-in Level.