Where the Parties or a Party is required to perform any act or to fulfill an obligation under this Agreement within a specified time, and for any reason that Party cannot perform within the time stated, then that Party may request an extension of the time for performance. The non-requesting Party shall give such requests for extensions of time due and reasonable consideration and shall not unreasonably deny a request, but the non-requesting Party may grant such a request on terms and conditions as to future performance.
Buyer may give a notice of default under this Agreement (a “Buyer Notice of Default”) upon the occurrence of any of the following events unless caused by a breach by Buyer of this Agreement (each a “Developer Event of Default”).
Abandonment of construction of the Project by the Developer after the commencement of Construction without the written consent of the Buyer.
Failure of the Developer to achieve the requirements for the Commercial Operations Date within one (1) calendar year after the Required Commercial Operations Date. Unless, prior to the expiration of such one (1) year period, Buyer and Developer agree on the length, and terms and conditions of an extension of the Required Commercial Operations Date, at the expiration of the initial one (1) year period, Buyer shall either declare a default or waive its right to declare a default pursuant to this Paragraph. Buyer may waive its right to demand payment of the liquidated damages determined in accordance with the liquidated damages provisions of Schedule B (Calculation of Payments).
Willful alteration of or tampering by the Developer or its employees or agents with the Interconnection Facilities without the prior written consent of Buyer, except in situations where such actions are taken to prevent immediate injury, death, or property damage, and the Developer uses its best efforts to provide Buyer with advance notice of the need for such actions.
Abandonment of operation of the Project by the Developer after the Commercial Operations Date without the written consent of the Buyer.
Except when taken for the purpose of merger or reorganization (if such merger or reorganization does not affect the ability of the merged or reorganized entity to perform its obligations under this Agreement), the occurrence of any of the following events:
passage of a resolution by the shareholders of Developer for the winding up of Developer;
admission in writing by the Developer of its inability generally to pay its debts as they become due;
appointment of a Liquidator in a proceeding for the winding up of the Developer after notice to the Developer and due hearing; or
a court order to wind up Developer; or