Export Transactions Net Activity may be positive or negative. Pawn transaction means the same as that term is defined in Section 13-32a-102.Įxport Transactions Net Activity means the aggregate net total, resulting from Export Transactions, of (i) Spot Market Energy charges, (ii) Transmission Congestion Charges, and (iii) Transmission Loss Charges, calculated as set forth in Operating Agreement, Schedule 1 and the parallel provisions of Tariff, Attachment K-Appendix. Permitted Affiliate Transactions means any transaction entered into between any member of the Group and the Parent or any other member of the Kronos Group either (i) in the ordinary course of trading or business and in accordance with past practice or (ii) which is necessary to accommodate legal or regulatory requirements of such member of the Group. No officer, director, employee or securityholder of either the Corporation or the Subsidiaries has any cause of action or other claim whatsoever against, or owes any amount to, either the Corporation or the Subsidiaries except for claims in the ordinary and normal course of the business of the Corporation or the Subsidiaries such as for accrued vacation pay or other amounts or matters which would not be material to the Corporation.Īrm’s Length Transaction means a transaction between two related parties that is conducted as if they were unrelated, so that there is no conflict of interest.Īrm’s Length means terms that are fair and reasonable to the counterparty of a transaction and no more or less favourable to the other party to the relevant transaction as could reasonably be expected to be obtained in a comparable arm’s length transaction with a person that is not the ultimate holding company of such counterparty or an entity of which such counterparty or its ultimate holding company has direct or indirect control, or owns directly or indirectly more than 20% (twenty percent) of the share capital or similar rights of ownership
ARMS LENGTH TRANSACTION SERIES
No officer, director or employee of the Corporation or the Subsidiaries and no Person which is an affiliate or associate of any of the foregoing Persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any Person which is, or is engaged in, a business competitive with the business of the Corporation or the Subsidiaries which could materially adversely impact on the ability to properly perform the services to be performed by such Person for the Corporation or the Subsidiaries.
Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither the Corporation nor the Subsidiaries is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of either of them or any other Person not dealing at arm's length with the Corporation and the Subsidiaries.
NON-ARM'S LENGTH TRANSACTIONS. Neither the Corporation nor the Subsidiaries owes any amount to, nor has the Corporation any present loans to, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any Person not dealing at “ arm's length” (as such term is defined in the Income Tax Act ( Canada)) with any of them except for usual employee reimbursements and compensation paid in the ordinary and normal course of the business of either the Corporation or the Subsidiaries.
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