Transmission Liabilities definition

Transmission Liabilities means each of the following Liabilities of any of the Utility OpCos, Entergy and its Affiliates, regardless of when or where such Liabilities arose or arise, or whether the facts on which they are based occurred prior to or subsequent to the Separation Time, or where or against whom such Liabilities are asserted or determined or whether asserted or determined prior to the date hereof, including, but in each case excluding the Excluded Liabilities:
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Transmission Liabilities has the meaning set forth in Section 3.06(a).
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Transmission Liabilities has the meaning given to such term in the Separation Agreement.
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Examples of Transmission Liabilities in a sentence

  • At the Closing, effective as of the Effective Date, GTC shall execute and deliver to OPC and to such other persons and entities as may be appropriate all such assumptions of liability, endorsements, acknowledgments of assignment, and such other instruments as shall be effective to evidence and effect GTC's assumption and agreement to pay, perform and discharge all Transmission Liabilities.

  • Whether or not the transactions and actions contemplated by this Agreement are consummated, all costs and expenses (including reasonable attorneys' and accountants' fees) incurred in connection with this Agreement and the transactions and actions contemplated hereby shall be allocated by agreement among the parties hereto, subject to the obligation of GTC to assume that portion of OPC's expenses included in the definition of Transmission Liabilities.

  • The parties acknowledge and agree that the precise identity of certain of the Transmission Assets and the Transmission Liabilities, as well as the amount of the purchase price, initially and preliminarily will be based on OPC's projected financial statements and records as of the last day of the calendar month preceding the month in which the Closing Date occurs (the "Calculation Date"), and shall be subject to adjustment when OPC's actual financial statements and records become available in final form.

  • The parties acknowledge and agree that the precise identity of certain of the Transmission Assets and the Transmission Liabilities, as well as the amount of the purchase price, initially and preliminarily will be based on OPC's projected financial statements and records as of December 31, 1996, and shall be subject to adjustment when OPC's actual financial statements and records as of December 31, 1996 become available in final form.

  • Whether or not the transactions and actions contemplated by this Agreement are consummated, all costs and expenses (including reasonable attorneys' and accountants' fees) incurred in connection with this Agreement, the Restructuring Agreement and the transactions and actions contemplated hereby and thereby shall be paid by the party incurring such expenses, subject to the obligation of GTC to assume that portion of OPC's expenses included in the definition of Transmission Liabilities.

  • At the Closing, and hereafter, to the extent necessary, GTC shall execute and deliver to OPC and to such other persons and entities as may be appropriate all such assumptions of liability, endorsements, acknowledgments of assignment and such other instruments as shall be effective to evidence and effect GTC's assumption and agreement to pay, perform and discharge all Transmission Liabilities.


More Definitions of Transmission Liabilities

Transmission Liabilities means (i) all obligations, taxes and liabilities of every kind and nature, known or unknown, contingent or otherwise, that exist as of the Effective Date and are primarily related to the Transmission Business or the Transmission Employees; and (ii) that portion of OPC's costs, expenses and other liabilities (except for the OPC Closing Date Distribution) incurred in effecting the transactions and actions contemplated hereby that corresponds to the portion of OPC's debt assumed pursuant to Section 2.4(d)(i); provided, however, that any obligations or liabilities otherwise covered by clause (i) above shall not be included as Transmission Liabilities to the extent OPC's President and Chief Executive Officer determines that it would not be in the best interests of OPC and GTC to so include them and so notifies GTC at least 10 Business Days prior to Closing. Without in any way limiting the foregoing, but subject to the foregoing proviso, the Transmission Liabilities shall include any and all costs, expenses, obligations and liabilities incurred in connection with or otherwise relating to any litigation described on SCHEDULE 1.1(ao) and not paid prior to the Effective Date. Notwithstanding the foregoing, Transmission Liabilities shall not include: (A) the GTC Assumed OPC Debt; (B) any taxes or accounts payable to the extent they arise from the conduct of the Transmission Business prior to the Effective Date; (C) any taxes of any kind imposed on OPC by reason of the consummation of the transactions contemplated by this Agreement; (D) or any taxes imposed on any Members of OPC.
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Transmission Liabilities has the meaning set forth in Section 3.06(a). “Transmission Line Facilities” has the meaning set forth in Section 3.05(a)(i). “Transmission Substation Facilities” has the meaning set forth in Section 3.05(a)(ii).
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Transmission Liabilities means all obligations, taxes and liabilities of every kind and nature, known or unknown, contingent or otherwise, that exist as of the Effective Date and are primarily related to the Transmission Business or the Transmission Employees (except for the OPC Closing Date Distribution); provided, however, that any such obligations or liabilities shall not be included as Transmission Liabilities to the extent OPC's President and Chief Executive Officer determines that it would not be in the best interests of OPC and GTC to so include them and so notifies GTC at least 10 Business Days prior to Closing. Without in any way limiting the foregoing, but subject to the foregoing proviso, the Transmission Liabilities shall include any and all costs, expenses, obligations and liabilities incurred in connection with or otherwise relating to any litigation described on Schedule 1.1(ao) and not paid prior to the Effective Date. Notwithstanding the foregoing, Transmission Liabilities shall not include: (A) the GTC Assumed OPC Debt; (B) any taxes or accounts payable to the extent they arise from the conduct of the Transmission Business prior to the Effective Date; (C) any taxes of any kind imposed on OPC by reason of the consummation of the transactions contemplated by this Agreement; (D) or any taxes imposed on any Members of OPC.
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Transmission Liabilities means all of a TO's liabilities and obligations, of any kind and nature whatsoever without any limitation as to amount, under all tariffs and contracts related to or otherwise in connection with its Transmission Business which are to be transferred to the Company pursuant to the Participation Agreement.
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Related to Transmission Liabilities

  • Transmission links are the means used for inter-connecting distributed units for the purpose of conveying signals, operating data or an energy supply. This equipment is generally electrical but may, in some part, be mechanical, pneumatic or hydraulic.

  • Transmission line means any single or multiphase electric power line operating at nominal voltages at or in excess of either 69,000 volts between ungrounded conductors or 40,000 volts between grounded and ungrounded conductors, regardless of the functional service provided by the line.

  • Transmission Business means the authorised business of a transmission licensee to transmit electricity, whether for its own account or for that of any other person, through any system owned and/ or operated by such licensee;

  • Transmission Facilities shall have the meaning set forth in the Operating Agreement. Transmission Injection Rights:

  • Transmission Loading Relief means NERC’s procedures for preventing operating security limit violations, as implemented by PJM as the security coordinator responsible for maintaining transmission security for the PJM Region.

  • Merchant Transmission Facilities means A.C. or D.C. transmission facilities that are interconnected with or added to the Transmission System pursuant to Tariff, Part IV and Tariff, Part VI and that are so identified in Tariff, Attachment T, provided, however, that Merchant Transmission Facilities shall not include (i) any Customer Interconnection Facilities, (ii) any physical facilities of the Transmission System that were in existence on or before March 20, 2003 ; (iii) any expansions or enhancements of the Transmission System that are not identified as Merchant Transmission Facilities in the Regional Transmission Expansion Plan and Tariff, Attachment T, or (iv) any transmission facilities that are included in the rate base of a public utility and on which a regulated return is earned. Merchant Transmission Provider:

  • Transmission pipeline means any high pressure transmission pipeline connected to, but excluding the Maui Pipeline, that is used for the open access transportation of Gas, and includes all items of plant, equipment, fixtures and fittings directly appurtenanced to that pipeline, but excluding any item which is controlled by a party other than that pipeline’s TP Welded Party and any low pressure distribution system.

  • Transmission Facility means a facility for transmitting electricity, and includes any structures, equipment or other facilities used for that purpose as defined in the Parties respective XXXXx.

  • Transmission Owner Interconnection Facilities means all Interconnection Facilities that are not Customer Interconnection Facilities and that, after the transfer under Tariff, Attachment P, Appendix 2, section 5.5 to the Interconnected Transmission Owner of title to any Transmission Owner Interconnection Facilities that the Interconnection Customer constructed, are owned, controlled, operated and maintained by the Interconnected Transmission Owner on the Interconnected Transmission Owner’s side of the Point of Interconnection identified in appendices to the Interconnection Service Agreement and to the Interconnection Construction Service Agreement, including any modifications, additions or upgrades made to such facilities and equipment, that are necessary to physically and electrically interconnect the Customer Facility with the Transmission System or interconnected distribution facilities. Transmission Provider: The “Transmission Provider” shall be the Office of the Interconnection for all purposes, provided that the Transmission Owners will have the responsibility for the following specified activities:

  • Transmission Injection Rights means Capacity Transmission Injection Rights and Energy Transmission Injection Rights. Transmission Interconnection Customer:

  • Intra-Group Liabilities means the Liabilities owed by any member of the Group to any of the Intra-Group Lenders.

  • Energy Transmission Injection Rights means the rights to schedule energy deliveries at a specified point on the Transmission System. Energy Transmission Injection Rights may be awarded only to a Merchant D.C. Transmission Facility that connects the Transmission System to another control area. Deliveries scheduled using Energy Transmission Injection Rights have rights similar to those under Non-Firm Point-to-Point Transmission Service.

  • Transmission Owner Attachment Facilities means that portion of the Transmission Owner Interconnection Facilities comprised of all Attachment Facilities on the Interconnected Transmission Owner’s side of the Point of Interconnection. Transmission Owner Interconnection Facilities:

  • Transmission Interconnection Customer means an entity that submits an Interconnection Request to interconnect or add Merchant Transmission Facilities to the Transmission System or to increase the capacity of Merchant Transmission Facilities interconnected with the Transmission System in the PJM Region or an entity that submits an Upgrade Request for Merchant Network Upgrades (including accelerating the construction of any transmission enhancement or expansion, other than Merchant Transmission Facilities, that is included in the Regional Transmission Expansion Plan prepared pursuant to Operating Agreement, Schedule 6).

  • Transmission Owner means a Member that owns or leases with rights equivalent to ownership Transmission Facilities and is a signatory to the PJM Transmission Owners Agreement. Taking transmission service shall not be sufficient to qualify a Member as a Transmission Owner. Transmission Owner Attachment Facilities:

  • Transmission Services the services provided by the Transmission Provider(s) to the Distributor;

  • Transmission Provider means any entity or entities transmitting or transporting the Product on behalf of Seller or Buyer to or from the Delivery Point.

  • Transmission Licensee means any person who is authorised by a Transmission Licence to transmit electricity, acting in that capacity;

  • Transmission Licence means a licence granted under section 6(1)(b) of the Act;

  • Transmission License means the license granted by the Appropriate Commission in terms of the relevant regulations for grant of such license issued under The Electricity Act, 2003;

  • Transmission Service means Point-To-Point Transmission Service provided under Tariff, Part II on a firm and non-firm basis.

  • Transmission System means the facilities controlled or operated by the Transmission Provider within the PJM Region that are used to provide transmission service under Tariff, Part II and Part III. Transmission Withdrawal Rights:

  • Transmission Service Agreement or “TSA” shall mean the agreement entered into between Long Term Transmission Customer(s) and the TSP pursuant to which TSP shall build, own, operate and maintain the Project and make available the assets of the Project to Long Term Transmission Customer(s) on a commercial basis;

  • Transmission equipment means equipment that facilitates transmission for any FCC-licensed or authorized wireless communication service, including, but not limited to, radio transceivers, antennas, coaxial or fiber-optic cable, and regular and backup power supply. The term includes equipment associated with wireless communications services including, but not limited to, private, broadcast, and public safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul.

  • Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above

  • Environmental Liabilities means all Liabilities relating to, arising out of or resulting from any Hazardous Materials, Environmental Law or contract or agreement relating to environmental, health or safety matters (including all removal, remediation or cleanup costs, investigatory costs, response costs, natural resources damages, property damages, personal injury damages, costs of compliance with any product take back requirements or with any settlement, judgment or other determination of Liability and indemnity, contribution or similar obligations) and all costs and expenses, interest, fines, penalties or other monetary sanctions in connection therewith.