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NST » Topics » 1. DEFINITIONS

These excerpts taken from the NST 10-K filed Feb 21, 2006.

1. DEFINITIONS

 

In addition to terms defined in the recitals hereto, the following terms shall have the meanings set forth below.

 

“Affiliate” shall mean, with respect to any Person, any other Person that directly or indirectly through one or more intermediaries’ controls, is controlled by, or is under common control with, such first Person. As used in this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

 

“Agreement” shall have the meaning set forth in the first paragraph of this Agreement.

 

“Agreement Date” shall have the meaning set forth in the first paragraph of this Agreement.

“Approved Capacity Buyer” shall mean any of the Persons set forth on Schedule 4.1(c) hereto.

 

“BECO Reorganization Event” shall mean (a) any consolidation, merger or other form of combination of BECO with any other Person, (b) the acquisition of a majority of the outstanding shares of BECO by any Person or (c) the sale, conveyance, lease, transfer or other disposition, in one transaction or a series of related transactions, including without limitation the transfer or “spin-off” of shares of a subsidiary (collectively, a “Transfer”), affecting all or substantially all of the assets of BECO existing on the Agreement Date or hereafter acquired. For purposes of this definition, the transfer, sale or other disposition of all or substantially all of the transmission and/or distribution assets of BECO, will, in either case, constitute a “BECO Reorganization Event.”

 

“BECO Termination Payment” shall mean, with respect to this Agreement and NEA, an amount payable by BECO to NEA equal to the sum of the Losses (including, without limitation, the adverse financial impact, if any, of NEA being caused to forego its ability to reduce the Energy Bank balance by performing its obligations under this Agreement, but net of Gains) and Costs, expressed in U.S. Dollars, which NEA incurs as a result of the termination of this Agreement pursuant to Section 8.2(a)(i) hereof. The BECO Termination Payment shall be net of any amounts then owed to BECO in the Energy Bank.

 

“Business Day” shall mean any day that is not a Saturday, Sunday, or NERC Holiday.

 

“Capacity” shall mean “Unforced Capacity” as presently defined in the NEPOOL Manual for Definitions and Abbreviations (and, throughout the Term, any successor product thereto).

 

“Capacity Payment” with respect to any given time period, shall mean the product of (a) the Capacity Price and (b) Capacity Requirement, for such period.

 

“Capacity Price” with respect to any month, shall mean (a) the Negotiated Capacity Price or (b) in the event that the Parties fail to agree upon a Negotiated Capacity Price on or before the Contract UCAP Transfer Deadline, the price for UCAP for such month established pursuant to the next UCAP Monthly Supply Auction; provided, however, if no price for UCAP is established in the next UCAP Monthly Supply Auction, the price to be used is that established pursuant to the last UCAP Monthly Supply Auction in which UCAP was transacted.

 

“Capacity Receipt Shortfall” shall have the meaning set forth in Section 3.8(c) hereof.

 

“Capacity Replacement Damages” shall have the meaning ascribed thereto in Section 3.8(b) herein.

 

“Capacity Replacement Price” with respect to any portion of the Capacity Requirement that NEA fails to deliver to BECO hereunder, shall mean (a) the price at which BECO, acting in a commercially reasonable manner, purchases Capacity in lieu of such portion of the Capacity Requirement, plus transaction and other administrative costs reasonably incurred by BECO in purchasing such Capacity, or (b) to the extent BECO has not purchased Capacity in lieu of such portion of the Capacity Requirement, the market price for such portion of the Capacity Requirement determined in a commercially reasonable manner.

 

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“Capacity Requirement,” shall mean for the applicable month, for so long as NEA is the owner of the Facility during the Term hereof, the lesser of (a) 100 MW or (b) 50% of the Capacity recognized by the ISO as attributable to the Facility. Upon the sale, assignment or transfer by NEA of its interest in the Facility during the Term hereof, Capacity Requirement shall be fixed at the Capacity Requirement in effect on the date immediately prior to such sale, assignment or transfer.

 

“Capacity Resale Damages” shall have the meaning ascribed thereto in Section 3.8(c) herein.

 

“Capacity Resale Price” with respect to any portion of the Capacity Requirement that BECO fails to accept delivery from NEA hereunder, shall mean (a) the price at which NEA, acting in a commercially reasonable manner, re-sells Capacity in lieu of such portion of the Capacity Requirement, less transaction and other administrative costs reasonably incurred by NEA in selling such Capacity or (b) to the extent NEA has not sold Capacity in lieu of such portion of the Capacity Requirement, the market price for such portion of the Capacity Requirement determined in a commercially reasonable manner.

 

“Capacity Supply Shortfall” shall have the meaning set forth in Section 3.8(b) hereof.

 

“Change in Law or Market Structure” shall mean any of the following events that has a material adverse economic effect on one or both of the Parties: (a) the adoption, promulgation, modification, repeal or reinterpretation by any Governmental Entity of any Law which (or the effects of which) amends or conflicts with the Laws established or in effect as of the Agreement Date, (b) the adoption, promulgation, modification, repeal or reinterpretation by ISO of the ISO Policies which (or the effect of which) amends or conflicts with the ISO Policies established or in effect as of the Agreement Date or (c) the adoption or promulgation of a market structure that differs from the market structure reflected in the ISO Policies established or in effect as of the Agreement Date. For avoidance of doubt, a Change in Law or Market Structure shall include any event described in clauses (a), (b) or (c) above that results in BECO not being able to sell the Contract Energy purchased hereunder at a price greater than or equal to the Energy Payment prices (excluding the Support Payment) paid to NEA hereunder.

 

1. DEFINITIONS

 

In addition to terms defined in the recitals hereto, the following terms shall have the meanings set forth below.

 

“Affiliate” shall mean, with respect to any Person, any other Person that directly or indirectly through one or more intermediaries’ controls, is controlled by, or is under common control with, such first Person. As used in this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

 

“Agreement” shall have the meaning set forth in the first paragraph of this Agreement.

 

“Agreement Date” shall have the meaning set forth in the first paragraph of this Agreement.

“Approved Capacity Buyer” shall mean any of the Persons set forth on Schedule 4.1(c) hereto.

 

“BECO Reorganization Event” shall mean (a) any consolidation, merger or other form of combination of BECO with any other Person, (b) the acquisition of a majority of the outstanding shares of BECO by any Person or (c) the sale, conveyance, lease, transfer or other disposition, in one transaction or a series of related transactions, including without limitation the transfer or “spin-off” of shares of a subsidiary (collectively, a Transfer”), affecting all or substantially all of the assets of BECO existing on the Agreement Date or hereafter acquired. For purposes of this definition, the transfer, sale or other disposition of all or substantially all of the transmission and/or distribution assets of BECO, will, in either case, constitute a “BECO Reorganization Event.”

 

“BECO Termination Payment” shall mean, with respect to this Agreement and NEA, an amount payable by BECO to NEA equal to the sum of the Losses (net of Gains) and Costs, expressed in U.S. Dollars, which NEA incurs as a result of the termination of this Agreement pursuant to Section 8.2(a)(i) hereof.

 

“Business Day” shall mean any day that is not a Saturday, Sunday, or NERC Holiday.

 

“Capacity” shall mean “Unforced Capacity” as presently defined in the NEPOOL Manual for Definitions and Abbreviations (and, throughout the Term, any successor product thereto).

 

“Capacity Payment” with respect to any given time period, shall mean the product of (a) the Capacity Price and (b) Capacity Requirement, for such period.

 

“Capacity Price” with respect to any month, shall mean (a) the Negotiated Capacity Price or (b) in the event that the Parties fail to agree upon a Negotiated Capacity Price on or before the Contract UCAP Transfer Deadline, the price for UCAP for such month established pursuant to the next UCAP Monthly Supply Auction; provided, however, if no price for UCAP is established in the next UCAP Monthly Supply Auction, the price to be used is that established pursuant to the last UCAP Monthly Supply Auction in which UCAP was transacted.

 

“Capacity Receipt Shortfall” shall have the meaning set forth in Section 3.8(c) hereof.

 

“Capacity Replacement Damages” shall have the meaning ascribed thereto in Section 3.8(b) herein.

 

“Capacity Replacement Price” with respect to any portion of the Capacity Requirement that NEA fails to deliver to BECO hereunder, shall mean (a) the price at which BECO, acting in a commercially reasonable manner, purchases Capacity in lieu of such portion of the Capacity Requirement, plus transaction and other administrative costs reasonably incurred by BECO in purchasing such Capacity, of (b) to the extent BECO has not purchased Capacity in lieu of such portion of the Capacity Requirement, the market price for such portion of the Capacity Requirement determined in a commercially reasonable manner.

 

“Capacity Requirement,” shall mean for the applicable month, for so long as NEA is the owner of the Facility during the Term hereof, the lesser of (a) 60 MW or (b) 30% of the Capacity recognized by the ISO as attributable to the Facility. Upon the sale, assignment or transfer by NEA of its interest in the Facility during the Term hereof, Capacity Requirement shall be fixed at the Capacity Requirement in effect on the date immediately prior to such sate, assignment or transfer.

 

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“Capacity Resale Damages” shall have the meaning ascribed thereto in Section 3.8(c) herein.

 

“Capacity Resale Price” with respect to any portion of the Capacity Requirement that BECO fails to accept delivery from NEA hereunder, shall mean (a) the price at which NEA, acting in a commercially reasonable manner, re-sells Capacity in lieu of such portion of the Capacity Requirement, less transaction and other administrative costs reasonably incurred by NEA in selling such Capacity or (b) to the extent NEA has not sold Capacity in lieu of such portion of the Capacity Requirement, the market price for such portion of the Capacity Requirement determined in a commercially reasonable manner.

 

“Capacity Supply Shortfall” shall have the meaning set forth in Section 3.8(b) hereof.

 

“Change in Law or Market Structure” shall mean any of the following events that has a material adverse economic effect on one or both of the Parties: (a) the adoption, promulgation, modification, repeal or reinterpretation by any Governmental Entity of any Law which (or the effects of which) amends or conflicts with the Laws established or in effect as of the Agreement Date, (b) the adoption, promulgation, modification, repeal or reinterpretation by ISO of the ISO Policies which (or the effect of which) amends or conflicts with the ISO Policies established or in effect as of the Agreement Date or (c) the adoption or promulgation of a market structure that differs from the market structure reflected in the ISO Policies established or in effect as of the Agreement Date. For avoidance of doubt, a Change in Law or Market Structure shall include any event described in clauses (a), (b) or (c) above that results in BECO not being able to sell the Contract Energy purchased hereunder at a price greater than or equal to the Energy Payment prices (excluding the Support Payment) paid to NEA hereunder.

 

1. DEFINITIONS

 

In addition to terms defined in the recitals hereto, the following terms shall have the meanings set forth below.

 

“Affiliate” shall mean, with respect to any Person, any other Person that directly or indirectly through one or more intermediaries’ controls, is controlled by, or is under common control with, such first Person. As used in this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

 

“Agreement” shall have the meaning set forth in the first paragraph of this Agreement.

 

“Agreement Date” shall have the meaning set forth in the first paragraph of this Agreement.

“Approved Capacity Buyer” shall mean any of the Persons set forth on Schedule 4.1(c) hereto.

 

“Business Day” shall mean any day that is not a Saturday, Sunday, or NERC Holiday.

 

“Capacity” shall mean “Unforced Capacity” as presently defined in the NEPOOL Manual for Definitions and Abbreviations (and, throughout the Term, any successor product thereto).

 

“Capacity Payment” with respect to any given time period, shall mean the product of (a) the Capacity Price and (b) Capacity Requirement, for such period.

 

“Capacity Price” with respect to any month, shall mean (a) the Negotiated Capacity Price or (b) in the event that the Parties fail to agree upon a Negotiated Capacity Price on or before the Contract UCAP Transfer Deadline, the price for UCAP for such month established pursuant to the next UCAP Monthly Supply Auction; provided, however, if no price for UCAP is established in the next UCAP Monthly Supply Auction, the price to be used is that established pursuant to the last UCAP Monthly Supply Auction in which UCAP was transacted.

 

“Capacity Receipt Shortfall” shall have the meaning set forth in Section 3.8(c) hereof.

 

“Capacity Replacement Damages” shall have the meaning ascribed thereto in Section 3.8(b) herein.

 

“Capacity Replacement Price” with respect to any portion of the Capacity Requirement that NEA fails to deliver to CECO hereunder, shall mean (a) the price at which CECO, acting in a commercially reasonable manner, purchases Capacity in lieu of such portion of the Capacity Requirement, plus transaction and other administrative costs reasonably incurred by CECO in purchasing such Capacity, or (b) to the extent CECO has not purchased Capacity in lieu of such portion of the Capacity Requirement, the market price for such portion of the Capacity Requirement determined in a commercially reasonable manner.

 

“Capacity Requirement” shall mean for the applicable month, for so long as NEA is the owner of the Facility during the Term hereof, the lesser of (a) 20 MW or (b) 10% of the Capacity recognized by the ISO as attributable to the Facility. Upon the sale, assignment or transfer by NEA of its interest in the Facility during the Term hereof, Capacity Requirement shall be fixed at the Capacity Requirement in effect on the date immediately prior to such sale, assignment or transfer.

 

“Capacity Resale Damages” shall have the meaning ascribed thereto in Section 3.8(c) herein.

 

“Capacity Resale Price” with respect to any portion of the Capacity Requirement that CECO fails to accept delivery from NEA hereunder, shall mean (a) the price at which NEA, acting in a commercially reasonable manner, re-sells Capacity in lieu of such portion of the Capacity Requirement, less transaction and other administrative costs reasonably incurred by NEA in selling such Capacity or (b) to the extent NEA has not sold Capacity in lieu of such portion of the Capacity Requirement, the market price for such portion of the Capacity Requirement determined in a commercially reasonable manner.

 

“Capacity Supply Shortfall” shall have the meaning set forth in Section 3.8(b) hereof.

 

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“CECO Reorganization Event” shall mean (a) any consolidation, merger or other form of combination of CECO with any other Person, (b) the acquisition of a majority of the outstanding shares of CECO by any Person or (c) the sale, conveyance, lease, transfer or other disposition, in one transaction or a series of related transactions, including without limitation the transfer or “spin-off” of shares of a subsidiary (collectively, a “Transfer”), affecting all or substantially all of the assets of CECO existing on the Agreement Date or hereafter acquired. For purposes of this definition, the transfer, sale or other disposition of all or substantially all of the transmission and/or distribution assets of CECO, will, in either case, constitute a “CECO Reorganization Event.”

 

“CECO Termination Payment” shall mean, with respect to this Agreement and NEA, an amount payable by CECO to NEA equal to the sum of the Losses (net of Gains) and Costs, expressed in U.S. Dollars, which NEA incurs as a result of the termination of this Agreement pursuant to Section 8.2 (a)(i) hereof.

 

“Change in Law or Market Structure” shall mean any of the following events that has a material adverse economic effect on one or both of the Parties: (a) the adoption, promulgation, modification, repeal or reinterpretation by any Governmental Entity of any Law which (or the effects of which) amends or conflicts with the Laws established or in effect as of the Agreement Date, (b) the adoption, promulgation, modification, repeal or reinterpretation by ISO of the ISO Policies which (or the effect of which) amends or conflicts with the ISO Policies established or in effect as of the Agreement Date or (c) the adoption or promulgation of a market structure that differs from the market structure reflected in the ISO Policies established or in effect as of the Agreement Date. For avoidance of doubt, a Change in Law or Market Structure shall include any event described in clauses (a), (b) or (c) above that results in CECO not being able to sell the Contract Energy purchased hereunder at a price greater than or equal to the Energy Payment prices (excluding the Support Payment) paid to NEA hereunder.

 

DEFINITIONS

 

In addition to terms defined in the introductory paragraph to this Agreement, the following terms shall have the meanings set forth below:

 

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“Adjusted Bid Price Amount” shall mean the Initial NEA Bid Price Amount plus the Bid Date On-Peak Energy Cost, minus the Calculation Date On-Peak Energy Cost. The Adjusted Bid Price Amount will be calculated and agreed to by the Parties on the Calculation Date.

 

  (i) Schedule 1 to this Agreement sets forth specific numerical values used to calculate various components of the Bid Date On-Peak Energy Cost and the Calculation Date On-Peak Energy Cost as well as sample numerical values used to calculate a sample Bid Date On-Peak Energy Cost and a sample Calculation Date On-Peak Energy Cost, which sample values shall be replaced with actual values for the Bid Date On-Peak Energy Cost and the Calculation Date On-Peak Energy Cost as of the Calculation Date in order to calculate the actual Adjusted Bid Price Amount, which shall be calculated and set forth on Schedule 1.5. The Parties acknowledge and agree that the mathematical operations (addition, subtraction, multiplication and division) performed on the numerical values contained or to be contained in Schedules 1 and 1.5 in order to calculate the Adjusted Bid Price Amount are embedded as functions in a Microsoft Excel spreadsheet, a copy of which has been provided to each Party.

 

  (ii) It is the intent of the Parties that the provisions of this Agreement shall be construed consistently with Schedules 1 and 1.5 and the sample calculations contained therein, and that together such provisions and schedules shall embody the agreement of the Parties with respect to the calculation of the Adjusted Bid Price Amount.

 

“Affiliate” shall mean, with respect to any Person, any other Person that directly or indirectly through one or more intermediaries’ controls, is controlled by, or is under common control with, such first Person. As used in this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

 

“Amended and Restated Power Purchase Agreements” shall have the meaning set forth in the Recitals.

 

ARTICLE 1 - DEFINITIONS

 

1.1 Definitions

 

In this Agreement, unless something in the subject matter or context is inconsistent therewith, all capitalized terms shall have the meanings ascribed thereto as follows:

 

  (a) “Agreement” means this agreement and all amendments made hereto in accordance with the provisions hereof;

 

  (b) “Business Day” means any day other than a Saturday, Sunday or holiday which is recognized in The Commonwealth of Massachusetts;

 

  (c) “Closing Date” means the date of this Agreement set out above;

 

  (d) “Form W-8BEN” means Form W-8BEN attached as Exhibit C or any successor form thereto;

 

  (e) “Insolvency Event” means with respect to Boston Edison the occurrence of one or more of the following:

 

  (i) a custodian, receiver, liquidator or trustee of it or of any of its property is appointed or takes possession and such appointment or possession remains uncontested or in effect for more than 30 days;

 

  (ii) it makes an assignment for the benefit of its creditors or admits in writing its inability to pay its debts as they mature;

 

  (iii) it is adjudicated bankrupt or insolvent; or an order for relief is entered under the United States Bankruptcy Code against it;

 

Page 1

  (iv) a petition is filed against it under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or subsequently in effect, and is not stayed or dismissed within 30 days after filing;

 

  (v) it files a petition in voluntary bankruptcy or seeking relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or subsequently in effect; or consents to the filing of any petition against it under any such law; or consents to the appointment of or taking possession by a custodian, receiver, trustee or liquidation of it or any of its property;

 

  (f) “Moody’s” means Moody’s Investors Service, Inc. and its successors;

 

  (g) “OSP” means Ocean State Power, a Rhode Island partnership and party to one of the OSP Contacts;

 

  (h) “OSP II” means Ocean State Power II, a Rhode Island partnership and party to one of the OSP Contracts;

 

  (i) “OSP Contracts” means those contracts listed in Exhibit A;

 

  (j) “Prime Rate” means the prime rate published in the “Money Rates” section of the Wall Street Journal;

 

  (k) “S&P” means Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies, Inc. and its successors;

 

  (l) “Taxes” means all taxes, charges, fees, levies, penalties or other assessments imposed by any United States federal, state or local or foreign taxing authority, including, but not limited to, income, excise, property, sales, transfer, franchise, payroll, withholding, social security or other taxes, including any interest, penalties, or additions attributable thereto;

 

  (m) “United States Bankruptcy Code” means the Federal Bankruptcy Reform Act of 1978 C11 U.S.C § 101, et seq., as amended and in effect from time to time and the regulations issued from time to time thereunder.

 

This excerpt taken from the NST 10-K filed Feb 22, 2005.

Section 2. Definitions

 

2.1 Definitions. Whenever used herein, the following terms shall have the meanings set forth below, unless expressly otherwise provided. When the defined meaning is intended, the term is capitalized.

 

  (a) The term “Base Salary” means a Participant’s annual rate of pay in effect on the last day of the Plan Year or such other date specified by the Committee.

 

  (b) The term “Beneficiary” means the person or persons entitled to receive the interest of a Participant under the Plan in the event of the Participant’s death as provided in Section 6 hereof.

 

  (c) The term “Board” means the Board of Trustees of the Company.

 

  (d) The term “Chief Executive Officer” means the Chief Executive Officer of the Company.

 

  (e) The term “Committee” means the Executive Personnel Committee of the Board of the Company.

 

  (f) The term “Company” means NSTAR (together with its employer subsidiary or subsidiaries) and any successor thereto that adopts the Plan.

 

  (g) The term “Employee” means any person (including any officer) employed by the Company on a full-time salaried basis.

 

  (h) The term “Individual Performance Objectives” means the individual goals and objectives established for a Participant at the beginning of a Plan Year. Individual Performance Objectives shall be established in conjunction with a Participant’s supervising manager and approved by the head of the respective business area and the Chief Executive Officer. The Committee may decide to use an alternative to a formal, individual goal setting process, and instead a Participant’s performance may be evaluated against broad corporate performance criteria.

 

  (i) The term “Participant” means an Executive or other key employee who has been approved to participate in the Plan for a specified Plan Year.

 

  (j) The term “Payout” means the actual payment to the Participant at the end of a Plan Year based on the attainment of Individual Performance Objectives as assessed by the Participant’s manager and as approved by the Participant’s senior executive and by the Chief Executive Officer.

 

  (k) The term “Performance Goals” means the expected levels of achievement with respect to the performance measures assigned for the Plan Year by the Committee to the Company. In general, Performance Goals shall reflect the annual business plans of the Company and its respective units.

 

3

  (l) The term “Performance Payout Formula” means the relationship between the degree to which Performance Goals and the Individual Performance Objectives are attained over the Plan Year and the Payout as a percent of the Payout Range. The Performance Payout Formula may vary by Performance Goal and Individual Performance Objectives at the beginning of each Plan Year. However, the Payout shall not exceed 200% of the Participant’s annual base salary, unless approved by the Committee for extraordinary performance.

 

  (m) The term “Plan Year” means the Company’s fiscal year.

 

  (n) The term “Payout Range” means the ranges of payment which constitute the potential Payout to a Participant in the event Performance Goals are fully met and the individual performance of the Participant is fully proficient and satisfactory. Such Payout Range shall be expressed as percentage (0% to 200%) of the applicable Base Salary as established by the Chief Executive Officer and shall be subject to change upon review with the Committee, and shall be based upon information provided to the Chief Executive Officer and the Committee by the Company’s compensation consultant.

 

EXCERPTS ON THIS PAGE:

10-K (5 sections)
Feb 21, 2006
10-K
Feb 22, 2005

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