Amendments to Project Documents. The Borrower will not, without the written consent of the Required Holders, (a) cancel or terminate, or consent to the cancellation or termination of, any Material Project Document, regardless of whether it is a party thereto (other than (i) termination in accordance with the terms thereof after full performance of the obligations by each party thereto or (ii) except with respect to cancellation or termination of the Interconnect Agreement or any Purchase and Sale Agreement to which a Material Producer is a party, if a Replacement Contract is entered into within 30 days after such cancellation or termination or is replaced in accordance with Sections 11(g), (h) or (o)), or (b) amend or otherwise modify, or give any consent, waiver or approval to any variation of or deviation from, the material terms of any Material Project Document, or (c) consent to or permit or accept any prepayment of amounts to become due under or in connection with any Material Project Document, or (d) sell, assign (other than pursuant to the Security Documents) or otherwise dispose of (by operation of law or otherwise) any part of its interest in any Material Project Document, or (e) waive, fail to enforce, forgive, compromise, settle, adjust or release any material right, interest or entitlement, howsoever arising, under, or in respect of any Material Project Document, or (f) enter into any additional Project Document if such Project Document exceeds $10,000,000 per annum in value or liabilities; provided that with respect to any of the foregoing no such consent of the Required Holders shall be required to the extent such action could not reasonably be expected to have a Material Adverse Effect. Notwithstanding the foregoing, the Borrower will not consent to any assignment or transfer by any Material Producer party to any Purchase and Sale Agreement of such Purchase and Sale Agreement unless (i) the Borrower reasonably and in good faith determines that, under the terms of such Purchase and Sale Agreement it cannot reasonably withhold its consent, or (ii) at the time of such assignment, the assignee (or the parent entity thereof) of such Purchase and Sale Agreement has a Fitch Rating of at least BBB- or higher, a S&P Rating of at least BBB- or higher, or a Xxxxx’x Rating of at least Baa3 or higher.
Amendments to Project Documents. 44 Section 5.20.
Amendments to Project Documents. The Lessee shall not terminate, amend, waive, modify or assign (other than pursuant to the Operative Documents), or consent to the assignment of the rights or obligations of any party to, any Project Document, unless such termination, amendment, waiver, modification, assignment or consent to assignment of a Project Document could not reasonably be expected to impair the rights of the Lessee in the Project or the operation and maintenance of the Project or the rights of the Owner Lessor or any of the Participants; provided, that the Lessee may make amendments to the Project Documents that are of a routine, ministerial, administrative or de minimis nature in order to cure any ambiguities correct or supplement any defects or inconsistencies with respect thereto.
Amendments to Project Documents. Borrower will not amend or modify, nor permit to be amended or modified, in any material respect any of the Project Documents to which it is a party, nor shall Borrower further assign or pledge any of such Project Documents, in each case without the prior written consent of Lender. Borrower will notify Lender of all change orders under the Construction Agreement and will not authorize any change orders under the Construction Agreement which require Lender’s consent without the prior written consent of Lender.
Amendments to Project Documents. 3.4.1 Save as set out in clause 3.4.2, the Authority shall notify the DFE and the Company of any proposed changes to the Project Documents that:
(a) may materially affect the operation of the Academy; and/or
(b) may result in additional costs for the Company ("Proposed Material Changes").
3.4.2 Any proposal for Authority ChangeCouncil’s Variation s or Contractor Changes under clause [60] of the Project Agreement shall be dealt with in accordance with clause 26 (Exercise of Authority Change and Change Mechanism) and shall not constitute a Proposed Material Changechanges with under24 (Variations) and Schedule 8 (Variation and Changes in Law) of the Project Agreementand shall be dealt with in accordance with clause 2626 (Exercise of Authority ChangeCouncil’s Variation and Chaand shall n constitute a Proposed Material Change. Schedule 8 of the Project Agreement.
3.4.3 The Authority shall consult with the Company and shall have due regard to any representations made by the Company in respect of the Proposed Material Changes. The Authority shall act reasonably in light of the Company's representations when deciding whether or not to continue with a Proposed Material Change.
3.4.4 The Authority shall as soon as reasonably practicable following any amendment described in clause 3.4.1 and/or described in clause 3.4.2, provide to the Company copies of each amended Project Document.
Amendments to Project Documents.
(a) This Agreement may only be varied by a deed executed by or on behalf of each party.
(b) Subject to Clause 42.13(c) and except as expressly set out in this Agreement, the Operator may not at any time after receipt by the Operator of a Default Notice:
(i) make or permit any amendment to, replacement of or waiver of a provision of;
(ii) terminate, surrender, rescind or accept repudiation of;
(iii) permit the novation, assignment or substitution of any counterparty’s rights, obligation or interest in; or
(iv) enter into any agreement or arrangement which affects the operation or interpretation of, any Project Document without the State’s prior consent (which in connection with the Project Documents to which the State is not a party, will not be unreasonably withheld).
(c) This Clause 42.13 does not apply to a transaction of the type referred to in Clause 35.4 which is to be dealt with in accordance with that Clause.
Amendments to Project Documents. The Company shall not terminate (except in the case of a scheduled termination), assign (other than pursuant to the Security Documents), amend, supplement, modify, waive its rights under or consent to any termination (except in the case of a schedule termination), assignment (other than pursuant to the Security Documents), amendment, supplement or modification of or waiver under, any Project Document, unless (a) such termination, assignment (other than pursuant to the Security Documents), amendment, supplement, modification, waiver or consent could not reasonably be expected to result in a Material Adverse Effect, (b) in the case of any termination of the Tolling Agreement or the EPC Contract and any material amendment, supplement or modification, waiver or consent to or under the Tolling Agreement or the EPC Contract, (i) the Rating Agency shall have confirmed in writing that such termination, amendment, supplement, modification, waiver or consent will not result in a Rating Downgrade or in the Bonds being rated lower than "Baa3" and (ii) the Independent Engineer shall have certified that such termination, amendment, supplement, modification, waiver or consent could not reasonably be expected to result in a Material Adverse Effect and (c) in the case of any termination of all or any part of the Maintenance Agreement pursuant to Section 12.4 thereof, the Independent Engineer shall have certified that the arrangements entered into by the Company for the provision of services to replace those formerly provided pursuant to the Maintenance Agreement, including the identity of the replacement vendor providing such services, are reasonably satisfactory.
Amendments to Project Documents. 25 SECTION 4.11 Performance Under Project Contracts......................... 25 SECTION 4.12
Amendments to Project Documents. Save as set out in clause 3.4.2, the Authority shall notify the DFE and the Company of any proposed changes to the Project Documents that: may materially affect the operation of the Academy; and/or may result in additional costs for the Company ("Proposed Material Changes"). Any proposal for Authority Changes or Contractor Changes under clause [60] of the Project Agreement shall be dealt with in accordance with clause 26 (Exercise of Authority Change and Change Mechanism) and shall not constitute a Proposed Material Change. The Authority shall consult with the Company and shall have due regard to any representations made by the Company in respect of the Proposed Material Changes. The Authority shall act reasonably in light of the Company's representations when deciding whether or not to continue with a Proposed Material Change. The Authority shall as soon as reasonably practicable following any amendment described in clause 3.4.1 and/or described in clause 3.4.2, provide to the Company copies of each amended Project Document.
Amendments to Project Documents. [The agreements with Tanoma, Cabot Oil and Gas Corporation and Xxxxx City Property Holdings, Inc. (the "EXISTING THIRD-PARTY LESSEES") shall have been amended to, among other things, recognize the interests of the Lessor.]
