Common use of Compliance with Governmental Rules; Program Requirements Clause in Contracts

Compliance with Governmental Rules; Program Requirements. (i) The Borrower shall fail to comply with the provisions of Title XVII (other than Section 1702(k)) and such failure continues unremedied for any period of at least thirty (30) days following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (ii) The Borrower shall fail to comply with the provisions of the Applicable Regulations (other than those implementing the requirements of Section 1702(k) of Title XVII) and such failure continues unremedied for ninety (90) days following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (iii) The Borrower shall fail to comply in all material respects with (A) all other Governmental Rules (other than Section 1702(k) of Title XVII) and (B) all other Program Requirements (other than the provisions of Title XVII and the Applicable Regulations), and such failure continues unremedied for at least ninety (90) days, in each case following the earlier of (x) the date of notice thereof from DOE to the Borrower or (y) the date on which the Borrower obtains Knowledge of such failure (unless such failure cannot reasonably be cured within such period and the Borrower is diligently working to cure such failure according to an applicable Remediation Plan); provided that the Borrower shall not be in default under this clause (iii) at any time the Borrower is contesting in good faith by appropriate legal proceedings each assertion by a Governmental Authority that the Borrower is not in compliance with such Program Requirements or other Governmental Rules.

Compliance with Governmental Rules; Program Requirements. (i) The Borrower Borrower, the Owners’ Agent (with respect to the Project), the Operator (with respect to the Project), or the Borrower’s Undivided Interest shall fail to comply with the provisions of Title XVII (other than Section 1702(k)) and such failure continues unremedied for any period of at least thirty (30) days following or, in the earlier case of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (ii) The Borrower shall fail a failure to comply with the provisions of the Applicable Regulations (other than those implementing the requirements of Section 1702(k) of Title XVII) and , such failure continues unremedied for ninety (90) days following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (iii) The Borrower shall fail to comply in all material respects with (A) all other Governmental Rules (other than Section 1702(k) of Title XVII) and (B) all other Program Requirements (other than the provisions of Title XVII and the Applicable Regulations), and such failure continues unremedied for at least ninety (90) days, in each case following the earlier of (x) the date of notice thereof from DOE to the Borrower or and (y) the date on which the Borrower obtains Knowledge of such failure. (ii) The Borrower, the Owners’ Agent (with respect to the Project), the Operator (with respect to the Project), or the Borrower’s Undivided Interest shall fail to comply with the provisions of the Applicable Regulations and such failure continues unremedied for ninety (unless 90) days, in each case following the earlier of (x) the date of notice thereof from DOE to the Borrower and (y) the date on which the Borrower obtains Knowledge of such failure. (iii) The Borrower, the Owners’ Agent (with respect to the Project), the Operator (with respect to the Project), or the Borrower’s Undivided Interest shall fail to comply in all material respects with (A) all other Governmental Rules and (B) all Program Requirements (other than the provisions of Title XVII and the Applicable Regulations, which are addressed in clauses (i) and (ii) of this Section 8.1(l)), and in each case such failure continues unremedied for at least ninety (90) days, following the earlier of (w) the date of notice thereof from DOE to the Borrower and (x) the date on which the Borrower obtains Knowledge of such failure; provided, that no such failure shall be considered to have occurred under this clause (iii) at any time (y) if such failure cannot reasonably be cured within such period and ninety (90) day period, the Borrower Borrower, the Owners’ Agent or the Operator, as applicable, is diligently working to cure such failure according to an applicable Remediation Plan); provided that , or (z) the Borrower shall not be in default under this clause (iii) at any time Borrower, the Borrower Owners’ Agent or the Operator is contesting in good faith by appropriate legal proceedings each assertion by a Governmental Authority that the Borrower Borrower, the Owners’ Agent, the Operator or the Project is not in compliance with such Program Requirements or other Governmental Rules.

Compliance with Governmental Rules; Program Requirements. (i) The Borrower Borrower, the Operator (with respect to the Project), or the Borrower's Undivided Interest shall fail to comply with the provisions of Title XVII (other than Section 1702(k)) and such failure continues unremedied for any period of at least thirty (30) days or, in the case of a failure to comply with Section 1702(k) of Title XVII, such failure continues unremedied for ninety (90) days, in each case following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (ii) The Borrower Borrower, the Operator (with respect to the Project) or the Borrower's Undivided Interest shall fail to comply with the provisions of the Applicable Regulations (other than those implementing the requirements of Section 1702(k) of Title XVII) and such failure continues unremedied for ninety (90) days days, in each case following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (iii) The Borrower Borrower, the Operator (with respect to the Project) or the Borrower's Undivided Interest shall fail to comply in all material respects with (A) all other Governmental Rules (other than Section 1702(k) of Title XVII) and (B) all other Program Requirements (other than the provisions of Title XVII and the Applicable Regulations), and such failure continues unremedied for at least ninety (90) days, in each case following the earlier of (x) the date of notice thereof from DOE to the Borrower or (y) the date on which the Borrower obtains Knowledge of such failure (unless such failure cannot reasonably be cured within such period and the Borrower or the Operator, as applicable, is diligently working to cure such failure according to an applicable Remediation Plan); provided that the Borrower no such failure shall not be in default considered to have occurred under this clause (iii) at any time the Borrower or the Operator is contesting in good faith by appropriate legal proceedings each assertion by a Governmental Authority that the Borrower Borrower, the Operator or the Project is not in compliance with such Program Requirements or other Governmental Rules. Each clause of this Section 8.1 shall operate independently, and the occurrence of any event described in any such clause shall constitute an Event of Default (subject, in each case, to all applicable requirements of notice, knowledge, lapse of time and right of the Borrower to cure or remedy any such event). Notwithstanding the provisions of Section 11.1.1 of the FFB Note Purchase Agreements and Sections 23 and 24 of the FFB Promissory Notes, DOE acknowledges and agrees that the Secured Parties shall not be entitled to exercise any of the remedies set forth in the Loan Documents with respect to any failure by the Borrower to make payments of principal and interest under any FFB Promissory Note unless and until an Event of Default shall have occurred and be continuing pursuant to Section 8.1(a). DOE further acknowledges and agrees that (i) any payment made by the Borrower to the account specified in Section 10(a) of the FFB Promissory Notes as the subaccount of the Secretary (the "Secretary Subaccount") on or before the applicable Payment Date (or, if such Payment Date shall fall on a day on which either the FFB or the Federal Reserve Bank of New York is not open for business, the first day thereafter on which FFB and the Federal Reserve Bank of New York are both open for business) specified in any FFB Promissory Note (the "Required Payment Date") shall be deemed made on the later of the date such payment is received at the Secretary Subaccount or the Required Payment Date, (ii) DOE shall take all actions necessary to ensure that the amounts paid by the Borrower and received at the Secretary Subaccount are, no later than the Required Payment Date, credited to the subaccount of FFB (within the account of the United States Treasury maintained at the Federal Reserve Bank of New York) as provided in Section 10(a) of the FFB Promissory Note (the "FFB Subaccount"), (iii) if the Borrower makes the payment to the Secretary Subaccount on or before the Required Payment Date and DOE fails to credit such payment to the FFB Subaccount on the Required Payment Date, DOE shall be responsible to the Borrower for any Late Charges that may be payable to FFB because of such DOE failure, (iv) DOE, and not FFB, has the sole authority, pursuant to Section 23 of the FFB Promissory Notes, to exercise any and all remedies with respect to any "default" under the applicable FFB Promissory Note or Event of Default under this Agreement, and (v) if the Borrower makes the payment to the Secretary Subaccount on or before the Required Payment Date and such amounts are not credited to the FFB Subaccount by the Required Payment Date, DOE shall not declare a default in payment under the applicable FFB Promissory Note or a Potential Default or Event of Default under this Agreement as a result of such amounts not being credited to the FFB Subaccount by the Required Payment Date, and DOE shall not be entitled to exercise any rights or remedies against the Borrower in connection with such failure.

Compliance with Governmental Rules; Program Requirements. (i) The Borrower Borrower, the Operator (with respect to the Project), or the Borrower’s Undivided Interest shall fail to comply with the provisions of Title XVII (other than Section 1702(k)) and such failure continues unremedied for any period of at least thirty (30) days or, in the case of a failure to comply with Section 1702(k) of Title XVII, such failure continues unremedied for ninety (90) days, in each case following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (ii) The Borrower Borrower, the Operator (with respect to the Project) or the Borrower’s Undivided Interest shall fail to comply with the provisions of the Applicable Regulations (other than those implementing the requirements of Section 1702(k) of Title XVII) and such failure continues unremedied for ninety (90) days days, in each case following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of such failure. (iii) The Borrower Borrower, the Operator (with respect to the Project) or the Borrower’s Undivided Interest shall fail to comply in all material respects with (A) all other Governmental Rules (other than Section 1702(k) of Title XVII) and (B) all other Program Requirements (other than the provisions of Title XVII and the Applicable Regulations), and such failure continues unremedied for at least ninety (90) days, in each case following the earlier of (x) the date of notice thereof from DOE to the Borrower or (y) the date on which the Borrower obtains Knowledge of such failure (unless such failure cannot reasonably be cured within such period and the Borrower or the Operator, as applicable, is diligently working to cure such failure according to an applicable Remediation Plan); provided that the Borrower no such failure shall not be in default considered to have occurred under this clause (iii) at any time the Borrower or the Operator is contesting in good faith by appropriate legal proceedings each assertion by a Governmental Authority that the Borrower Borrower, the Operator or the Project is not in compliance with such Program Requirements or other Governmental Rules. Each clause of this Section 8.1 shall operate independently, and the occurrence of any event described in any such clause shall constitute an Event of Default (subject, in each case, to all applicable requirements of notice, knowledge, lapse of time and right of the Borrower to cure or remedy any such event). Notwithstanding the provisions of Section 11.1.1 of the FFB Note Purchase Agreement and Sections 23 and 24 of the FFB Promissory Note, DOE acknowledges and agrees that the Secured Parties shall not be entitled to exercise any of the remedies set forth in the Loan Documents with respect to any failure by the Borrower to make payments of principal and interest under the FFB Promissory Note unless and until an Event of Default shall have occurred and be continuing pursuant to Section 8.1(a). DOE further acknowledges and agrees that (i) any payment made by the Borrower to the account specified in Section 10(a) of the FFB Promissory Note as the subaccount of the Secretary (U.S. Treasury Department, ABA No. , TREAS NYC/CTR/BNF= , OBI= ) (the “Secretary Subaccount”) on or before the applicable Payment Date (or, if such Payment Date shall fall on a day on which either the FFB or the Federal Reserve Bank of New York is not open for business, the first day thereafter on which FFB and the Federal Reserve Bank of New York are both open for business) specified in the FFB Promissory Note (the “Required Payment Date”) shall be deemed made on the later of the date such payment is received at the Secretary Subaccount or the Required Payment Date, (ii) DOE shall take all actions necessary to ensure that the amounts paid by the Borrower and received at the Secretary Subaccount are, no later than the Required Payment Date, credited to the subaccount of FFB (within the account of the United States Treasury maintained at the Xxxxxxx Xxxxxxx Xxxx xx Xxx Xxxx) as provided in Section 10(a) of the FFB Promissory Note (the “FFB Subaccount”), (iii) if the Borrower makes the payment to the Secretary Subaccount on or before the Required Payment Date and DOE fails to credit such payment to the FFB Subaccount on the Required Payment Date, DOE shall be responsible to the Borrower for any Late Charges that may be payable to FFB because of such DOE failure, (iv) DOE, and not FFB, has the sole authority, pursuant to Section 23 of the FFB Promissory Note, to exercise any and all remedies with respect to any “default” under the FFB Promissory Note or Event of Default under this Agreement, and (v) if the Borrower makes the payment to the Secretary Subaccount on or before the Required Payment Date and such amounts are not credited to the FFB Subaccount by the Required Payment Date, DOE shall not declare a default in payment under the FFB Promissory Note or a Potential Default or Event of Default under this Agreement as a result of such amounts not being credited to the FFB Subaccount by the Required Payment Date, and DOE shall not be entitled to exercise any rights or remedies against the Borrower in connection with such failure.

Compliance with Governmental Rules; Program Requirements. (i) The Borrower or the Operator (with respect to the Project) shall fail to comply with the provisions of Title XVII (other than Section 1702(k)) and such failure continues unremedied for any period of at least thirty (30days or, in the case of a failure to comply with Section 1702(k) days following the earlier of (A) the date of notice thereof from DOE to the Borrower or (B) the date on which the Borrower obtains Knowledge of Title XVII, such failurefailure continues unremedied for ninety days. (ii) The Borrower or the Operator (with respect to the Project) shall fail to comply with the provisions of the Applicable Regulations (other than those implementing the requirements of Section 1702(k) of Title XVII) and Loan Guarantee Requirements; provided, however, that, if such failure continues unremedied for ninety (90) days following the earlier is capable of (A) the date of notice thereof from DOE to being cured, and the Borrower or (B) the date on which the Borrower obtains Knowledge Operator, as applicable, is diligently pursuing such cure, such failure shall be an Event of such failureDefault only if not remedied within ninety days. (iii) The Borrower or the Operator (with respect to the Project) shall fail to comply in all material respects with (A) all other Governmental Rules (other than Section 1702(k) of Title XVII) and (B) all other Program Requirements (other than the provisions of Title XVII and the Applicable RegulationsLoan Guarantee Requirements), and where such failure continues unremedied for at least ninety (90) days, in each case following the earlier of (x) the date of notice thereof from DOE to the Borrower or (y) the date on which the Borrower obtains Knowledge of such failure days (unless such failure cannot reasonably be cured within such period and the Borrower or the Operator, as applicable, is diligently working to cure such failure according to an applicable Remediation Plan); provided that the Borrower shall not be in default under this clause (iii) at any time it or the Borrower Operator is contesting in good faith by appropriate legal proceedings each assertion by a Governmental Authority that the Borrower or the Operator is not in compliance with such Program Requirements or other Governmental Rules.