Lender Protective Provisions. PacifiCorp agrees to enter into a consent to collateral assignment in substantially the form of the Lender Consent attached hereto as Exhibit
Lender Protective Provisions. 31 Section 18.1. Notices............................................................................. 31 Section 18.2. Default and Cure Rights............................................................. 31 Section 18.3. Assignment.......................................................................... 32 Section 18.4. Extension Options................................................................... 32 Section 18.5. New Agreement....................................................................... 32 Section 18.6. Amendment........................................................................... 33 Section 18.7. No Merger........................................................................... 33 Section 18.8. Estoppel Certificates............................................................... 33 Section 18.9. Lease Indenture Trustee Rights...................................................... 33 SECTION 19. SUBDIVISION........................................................................................ 33 Page EXHIBIT A Description of Xxxxxxxxx Land EXHIBIT B Description of the Facility EXHIBIT C Description of the Facility Land EXHIBIT D Description of the Westlands Flyash Facility Site EXHIBIT E Easements on Facility Site EXHIBIT F Easements on Retained Xxxxxxxxx Land EXHIBIT G Easements on Westlands Flyash Facility Site EXHIBIT H Plan Depicting Easements FACILITY SITE LEASE AND EASEMENT AGREEMENT
Lender Protective Provisions. PacifiCorp agrees to enter into a consent to collateral assignment in substantially the form of the Lender Consent attached hereto as Exhibit 8.6 for the benefit of the Lenders, and to reasonably cooperate with the reasonable requests of such Lenders in conjunction with any financing of the Facility, including an estoppel certificate upon achievement of Commercial Operation; provided, however, that if and to the extent any Lenders request (a) changes to the form of the Lender Consent (or otherwise attempt to negotiate the form of consent), (b) any additional documents or assurances, or (c) any legal opinion from PacifiCorp with regard hereto, then Seller shall reimburse PacifiCorp for its reasonable out-of-pocket costs in making any such changes or providing any such additional documents or legal opinion, with such costs to be paid to PacifiCorp at the closing of the financing as a condition to the effectiveness of PacifiCorp's consents, documents and opinions.
Lender Protective Provisions. 9 4.6 Cooperation by the City. . . . . . . . . . . . . . . . . . . . . . . . 10
Lender Protective Provisions. The Parties agree that the persons or entities supplying the Phase IA Financing, the Phase IB Financing and/or the Phase II Financing and the City may require, among other things, certain protections, and agreements from SNA and the City which include, without limitation, the following:
4.5.1 Security interests in all equipment, furniture, fixtures and other tangible and intangible property owned by SNA and incorporated into or used in connection with the UTS or UTS services; collateral assignments of all of SNA's major construction and consulting contracts; collateral assignments of all of SNA's contracts with Customers and Users and the rights to receive revenue thereunder; collateral assignments of all bank accounts, accounts receivable and other similar collateral relating to the UTS; and collateral assignments of SNA's interests pursuant to the Project Agreements.
4.5.2 The creation of sinking funds and reserves, the maintenance of specified financial ratios, the subordination of distributions and other similar covenants with respect to the development and operation of the UTS that would commonly be required in connection with non-recourse project financing.
4.5.3 The subordination of the City's rights under the Project Agreements to the Lenders' liens, such that a foreclosure by the Lenders would terminate any of the Project Agreements that the Lenders do not expressly elect to assume.
4.5.4 That the City agree (a) to recognize such Lenders and their successors, following a foreclosure on the Lender's security interests, as parties having the rights of SNA under this UTS Participation Agreement and/or one or more of the other Project Agreements, in the event such Lenders elect to assume SNA's rights and obligations thereunder, and (b) in the event of such an assumption, that such Lenders and their successors, following a foreclosure on the lender's security interests, will not be obligated to cure any of SNA's defaults arising prior to the foreclosure.
4.5.5 That the City agrees to give the Lenders the right to receive notice of SNA's defaults under any of the Project Agreements and to have an opportunity to cure such defaults by SNA as a condition precedent to the City's pursuit of its remedies for such defaults.
Lender Protective Provisions. 32 Section 18.1 Notices................................................................................ 32 Section 18.2 Default and Cure Rights................................................................ 32 Section 18.3 Assignment............................................................................. 33 Section 18.4
Lender Protective Provisions. In no event shall the Sellers or any of their Affiliates (i) seek to enforce this Agreement against, make any claims for breach of this Agreement against, or seek to recover monetary damages from, the Lender Related Parties, or (ii) seek to enforce the commitments contained in the Financing Commitments against, make any claims for breach of the commitments contained in the Financing Commitments against, or seek to recover monetary damages from, or otherwise commence any Action against, the Lender Related Parties for any reason, including in connection with the Financing or the obligations of the Lender Related Parties thereunder. The Sellers, on behalf of themselves and their Affiliates, hereby waive any and all Actions and causes of action (whether in Contract, in tort, at Law, or in equity) against the Lender Related Parties that may be based upon, arise out of, or relate to this Agreement, the Financing Commitments, or the Financing. Nothing in this Section 10.19 will in any way limit or qualify the Liabilities of the parties to the Financing Commitments to each other or in connection therewith. In addition, and notwithstanding anything to the contrary in this Agreement, the Lender Protective Provisions (and the defined terms therein and any provision hereof to the extent an amendment, modification, or supplement of such provisions would modify the substance of any of the foregoing sections to the extent relating to the Lender Related Parties) may not be amended, modified, or supplemented without the prior written consent of the Lenders. The Lender Related Parties are expressly intended as third party beneficiaries of the Lender Protective Provisions.
