Contracting for Forest Carbon : Elements of a Model ... - Forest Trends

(6) to time is to Eastern Standard orEastern Daylight Time, as applicable.(b) Headings are inserted for convenienceof reference only and do not affect theinterpretation of this agreement.(c) Unless otherwise specified, whereanything is to be done under this agreement:(1) by or not later than a Banking Dayor any period is to run to a Banking Day, suchthing may be done by, or such period is to runto, 17:00 hours on that Banking Day;(2) from or not earlier than a BankingDay or any period is to run from a BankingDay, such thing may be done or such period isto run from 09:00 hours on that Banking Day;(3) on a Banking Day, it is to betreated as having been done on the nextfollowing Banking Day if it is done after 17:00hours on that Banking Day.DefinitionsWords and phrases that have specific meaningin the context of the agreement are defined andhighlighted in context throughout theagreement. Defined terms are capitalized whenused in order to avoid confusion about when thecommon meaning, as opposed to the definedmeaning, is intended.A dedicated definitions section is usuallyincluded to provide more information aboutdefined terms, or to define technical terms thatare used – but not defined – in the agreement.The definitions section may appear first, toprovide context and background informationfor a reader of the agreement. However, thesample agreement puts the definitions section atthe end of the agreement. The ordering ofclauses within an agreement is largely a matterof preference.Box 18. Sample Definitions ClausesArticle 14. Definitions.14.1 Accreditation means validation andverification by an established standardsorganization, according to a published standard,that determines whether the Project is likely to,and actually does, yield claimed benefits.14.2 A Banking Day is any calendar dayother than:(a) A Saturday or Sunday;(b) Any official banking holiday in thecountry and locality specified in clause 11.2(Choice of Law).14.3 Buyer’s Replacement Cost has themeaning given in clause 8.1.14.4 Carbon Standard means the standardselected by the parties in accordance with clause6.1 that will be used to evaluate whether theProject is likely to, and actually does, yieldclaimed carbon benefits.14.5 Co-Benefits Standard means thepublished standard selected by the parties inclause 6.1 that will be used to evaluate whetherthe Project is likely to, and actually does, yieldclaimed social and environmental benefits.14.6 Confidential Information has themeaning given in clause 12.1.14.7 Contract Price is the price specified fordelivered VERs under this agreement.14.8 Default Notice means the notice, givento the defaulting party by the non-defaultingparty under clause 10.1, that a party is in defaultunder this agreement.14.9 A Delivery Date is the date each yearon which Delivery is to occur during theAgreement Term, as provided in clause 2.1.Contracting for Forest Carbon | 20