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

(6) to time is to Eastern Standard or
Eastern Daylight Time, as applicable.
(b) Headings are inserted for convenience
of reference only and do not affect the
interpretation of this agreement.
(c) Unless otherwise specified, where
anything is to be done under this agreement:
(1) by or not later than a Banking Day
or any period is to run to a Banking Day, such
thing may be done by, or such period is to run
to, 17:00 hours on that Banking Day;
(2) from or not earlier than a Banking
Day or any period is to run from a Banking
Day, such thing may be done or such period is
to run from 09:00 hours on that Banking Day;
(3) on a Banking Day, it is to be
treated as having been done on the next
following Banking Day if it is done after 17:00
hours on that Banking Day.
Definitions
Words and phrases that have specific meaning
in the context of the agreement are defined and
highlighted in context throughout the
agreement. Defined terms are capitalized when
used in order to avoid confusion about when the
common meaning, as opposed to the defined
meaning, is intended.
A dedicated definitions section is usually
included to provide more information about
defined terms, or to define technical terms that
are used – but not defined – in the agreement.
The definitions section may appear first, to
provide context and background information
for a reader of the agreement. However, the
sample agreement puts the definitions section at
the end of the agreement. The ordering of
clauses within an agreement is largely a matter
of preference.
Box 18. Sample Definitions Clauses
Article 14. Definitions.
14.1 Accreditation means validation and
verification by an established standards
organization, 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 day
other than:
(a) A Saturday or Sunday;
(b) Any official banking holiday in the
country and locality specified in clause 11.2
(Choice of Law).
14.3 Buyer’s Replacement Cost has the
meaning given in clause 8.1.
14.4 Carbon Standard means the standard
selected by the parties in accordance with clause
6.1 that will be used to evaluate whether the
Project is likely to, and actually does, yield
claimed carbon benefits.
14.5 Co-Benefits Standard means the
published standard selected by the parties in
clause 6.1 that will be used to evaluate whether
the Project is likely to, and actually does, yield
claimed social and environmental benefits.
14.6 Confidential Information has the
meaning given in clause 12.1.
14.7 Contract Price is the price specified for
delivered VERs under this agreement.
14.8 Default Notice means the notice, given
to the defaulting party by the non-defaulting
party under clause 10.1, that a party is in default
under this agreement.
14.9 A Delivery Date is the date each year
on which Delivery is to occur during the
Agreement Term, as provided in clause 2.1.
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