Common use of No Lien Extinguishment or Adverse Amendments Clause in Contracts

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, (i) extinguish or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA Bond, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, (i) extinguish or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA Bond, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a a‌‌ Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, (i) extinguish or impair the TIFIA Lien, (ii) with respect to any Funded MCA Project, except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document for such Funded MCA Project in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA BondBond for such Funded MCA Project, (iii) with respect to any Funded MCA Project, waive or permit a waiver of any provision of any Related Document for such Funded MCA Project in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA Bond for such Funded MCA Project, (iv) with respect to any Funded MCA Project, terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract for such Funded MCA Project except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond Bonds may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document for each Funded MCA Project (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, either (i) extinguish the Liens on the Trust Estate, except as provided under the Indenture, or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement(A) amend Section 722 of the Indenture, terminate, assign, (B) amend, modify, replace modify or supplement any Related Indenture Document or enter into a new Indenture Document (and the Borrower, to the extent it has any power to authorize its representative to vote in a particular way, shall not authorize its representative to the Joint Board or the Tolling Body (or other committee established thereunder or pursuant to the Development Agreement or Interlocal Agreement) to vote in favor of any such amendment, modification, supplement or entry), in each case to which the Borrower, the Joint Board or the Tolling Body is a party or has consent authority, in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX XxxxLoan, (iiiC) waive or permit a waiver (and the Borrower, to the extent it has any power to authorize its representative to vote in a particular way, shall not authorize its representative to the Joint Board or the Tolling Body (or other committee established thereunder or pursuant to the Development Agreement or Interlocal Agreement) to vote in favor of any such waiver) of any provision of any Related Document Document, in each case to which the Borrower, the Joint Board or the Tolling Body is a party or has consent authority or by which the Borrower is bound, in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan Loan, or TIFIA Bond, (ivD) terminate, assign, amend or modify, or waive timely performance by any party of(and the Borrower, to the extent it has any power to authorize its representative to vote in a particular way, shall not authorize its representative to the Joint Board or the Tolling Body (or other committee established thereunder or pursuant to the Development Agreement or Interlocal Agreement) to vote in favor of any such termination, assignment, amendment, modification or waiver) of material covenants under any‌ any Principal Project Contract to which the Borrower, the Joint Board or the Tolling Body is a party or has consent authority or by which the Borrower is bound, except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements amendments to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA RRIF Lender, (i) extinguish or impair the TIFIA RRIF Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA RRIF Lender (in the TIFIA RRIF Lender’s determination) in connection with the TIFIA RRIF Loan or XXXXX XxxxRRIF Bond, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA RRIF Lender (in the TIFIA RRIF Lender’s determination) in connection with the TIFIA RRIF Loan or TIFIA RRIF Bond, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA RRIF Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx RRIF Lender in writing, the Borrower will provide to the TIFIA Lender RRIF Lender‌‌ copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, (i) extinguish or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA Bond, (iv) terminate, assign, assign,‌ amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, either (i) extinguish or impair the TIFIA LienLiens on the Trust Estate granted pursuant to the Indenture, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace replace, or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX XxxxLoan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA BondLoan, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, of material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse EffectEffect (in the TIFIA Lender’s determination), (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available ½ cent rental transactions and use tax imposed by the Sales Tax Act and the Ordinance or cause the expiration of that tax to pay debt service on the TIFIA Bond may be imposedoccur prior to March 31, 2048, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations Secured Obligations (for the avoidance of doubt, swap termination payments and term-outs of Secured Obligations that occur in accordance with the Borrowerterms of such Secured Obligations shall not be considered acceleration). Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender (x) copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and (y) complete, correct and fully executed copies of fully executed amendments any amendment, modification or supplement to any Related Document within ten five (105) days following Business Days after execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, either (i) extinguish or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX XxxxLoan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA BondLoan, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)Construction Agreements) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish extinguish, impair, or impair transfer the TIFIA LienLiens on the Trust Estate granted pursuant to the Indenture, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace replace, or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA LenderXxxxxx’s determination) in connection with the TIFIA Loan or XXXXX XxxxLoan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or TIFIA Bondany agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of, of material covenants under any‌ any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, Effect (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the BorrowerXXXXX Xxxxxx’s determination). Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any proposed amendmentsamendment, modifications, replacements of, modification or supplements supplement to any Related Document within five (other than any copies already provided pursuant to Section 12(b5) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following Business Days after execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, (i) extinguish or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA Bond, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.thereof.‌‌

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person to, without the prior written consent of the TIFIA Lender, (i) extinguish or impair the TIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or XXXXX XxxxTIFIA Bond, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or TIFIA Bond, (iv) terminate, assign, amend or modify, or waive timely performance by any party of, material covenants under any‌ any Principal Project Contract except for termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a a‌‌ Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within ten (10) days following execution thereof.