Additional Project Documents. The Borrower shall not enter into any Additional Project Document except with the prior written approval of the Administrative Agent (not to be unreasonably withheld, conditioned or delayed).
Additional Project Documents. Enter into or become a party to any Additional Project Document that is a Contract except (a) with the prior written consent of the Bank Agent or as permitted under Section 6.1.2 and (b) if such Additional Project Document is a Material Project Document, upon delivery to the Bank Agent of (x) a Consent from each third party to such Additional Project Document and (y) each Delivery Requirement with respect to such Additional Project Document; provided that the consent of the Bank Agent shall not be required for a Loan Party to enter into Additional Project Documents (i) with Persons other than Affiliates of Loan Parties and (ii) pursuant to which the Loan Parties as a whole will incur obligations or liabilities with a value of not more than $5,000,000 with respect to any Additional Project Document, per year. Enter into or become a party to any Additional Project Document that does not constitute a Contract except in compliance with the requirements of Section 7.23 of the Bank Credit Agreement.
Additional Project Documents. Except with respect to any additional Material Project Document that is an EPC Contract that satisfies the Minimum Criteria, enter into any additional Material Transaction Document unless (a) such additional Material Transaction Document is entered into in connection with a Project, (b) the Borrower has delivered an updated Base Case Model to the Administrative Agent, accounting for any changes resulting from entry into such additional Material Transaction Document and (c) if applicable, the Borrower has prepaid an aggregate principal amount of Loans (together with any amounts required pursuant to Section 2.04(a)(ii)) necessary to comply with the Maximum Loan Amount (calculated taking into account any changes resulting from entry into such additional Material Transaction Document). For the avoidance of doubt, the foregoing limitation shall not apply to any additional Material Transaction Document to which a Project Company is a party as of the date such Project Company is directly or indirectly acquired by the Borrower pursuant to any Acquisition Document, but shall apply thereafter.
Additional Project Documents. 63 Section 4.17 Performance of Project Documents....................................................64 Section 4.18
Additional Project Documents. The Issuer shall not, and shall not permit any of its Subsidiaries to, enter into any Additional Project Documents (a) if entering into such document could reasonably be expected to result in a Material Adverse Effect, provided, however, that nothing in the foregoing is intended to preclude the Issuer or any of its Subsidiaries from entering into agreements to sell Renewable Energy Credits in connection with any Project as contemplated by the terms of the Project Documents or required by Applicable Law or (b) if entering into any such Additional Project Document constituting power purchase agreements, fuel supply and transportation agreements, transmission agreements and other agreements, contracts or other arrangements for the purchase of fuel for, or the sale of electricity from, the Project results in the breach of, or conflict with the terms of, any then-existing power purchase agreement.
Additional Project Documents. Enter into any Material Additional Project Document unless an Authorized Officer of the Borrower certifies in writing to the Lenders (at least [***] ([***]) Business Days prior to execution) that the transactions contemplated by such Material Additional Project Document could not reasonably be expected to result in a Material Adverse Effect, are, in the Borrower’s reasonable judgment, in the best interest of the applicable Project and are not inconsistent with the Project Budget or the Annual Budget, as applicable and provides a copy of the proposed agreement.
Additional Project Documents. An Authorized Officer of the Borrower shall have certified that the Borrower has provided to the Administrative Agent copies of any Additional Project Document entered into by the Borrower since the date of this Agreement, together with all amendments, supplements, schedules and exhibits thereto and the Ancillary Documents relating thereto, each of which (i) shall have been duly authorized, executed and delivered by each Person party thereto, and (ii) shall be in full force and effect.
Additional Project Documents. The Borrower shall not, and shall cause White Cliffs not to, as applicable, enter into, become a party to, or become liable under any Additional Project Document or any document, agreement or contract with the Unrestricted Subsidiary unless the Required Lenders have provided prior written consent (such consent not to be unreasonably withheld or delayed) to such Group Member entering into such Additional Project Document (including any additional Throughput Agreement) or document, agreement or contract with the Unrestricted Subsidiary; provided, however, that no such consent of the Required Lenders shall be required for (i) any Additional Project Document that is an additional Throughput Agreement (other than a Base Throughput Agreement) if such additional Throughput Agreement (A) such additional Throughput Agreement is for a term of one (1) year or less (including all extension options), (B) such additional Throughput Agreement satisfies the requirements for a Throughput Agreement as set forth in the definition thereof, (C) such additional Throughput Agreement is not being entered into in replacement of any Base Throughput Agreement, and (D) is on terms fair and reasonable to and in the best interest of such Group Member and could not reasonably be expected to have a Material Adverse Effect, as certified by a Responsible Officer of the Borrower or (ii) any Additional Project Document of White Cliffs that is a contract, letter agreement or other instrument for the performance of routine service or maintenance of the Pipeline System if (A) such additional contract or agreement is for a term of one (1) year or less (including all extension options), (B) the costs to be incurred under such contract or agreement are included in the Annual Operating Budgets or are necessary to immediately address an emergency condition so as to comply with this Agreement, and (C) such contract or agreement is on terms fair and reasonable to and in the best interest of White Cliffs and could not reasonably be expected to have a Material Adverse Effect. The Required Lenders shall use commercially reasonable efforts to respond to any request for consent under this Section 8.16 within ten (10) days, but failure to respond within such ten (10) day period shall not be deemed as consent.
Additional Project Documents. The Borrower shall promptly deliver to OPIC a Certified copy of any Project Document entered into after the first Closing Date, or any amendment to any Project Document pursuant to Section 7.03, which Project Document shall be in form and substance satisfactory to OPIC.
Additional Project Documents. Borrower shall not enter into or be a party to any Additional Project Document without (a) subjecting Borrower’s interest in such Additional Project Document to the Lien of the Security Agreement (if it is not already subject to such Lien), (b) unless otherwise agreed by Lender in writing, obtaining from its counterparty a consent in substantially the form of Exhibit E, with such changes as may be agreed to by Lender, and (c) providing an executed copy thereof to Lender within 10 Business Days after execution.
