Obligations relating to Project Agreements. 5.2.1 It is expressly agreed that the SPD shall, at all times, be responsible and liable for all its obligations under this Agreement notwithstanding anything contained in the agreements related to this project “Project Agreements” or any other agreement, and no default under any Project Agreement or any other agreement shall excuse the SPD from its obligations or liability hereunder. 5.2.2 The SPD shall not make any addition, replacement or amendments to any of the Financing Agreements without the prior written consent of Railways if such addition, replacement or amendment has, or may have, the effect of imposing or increasing any financial liability or obligation on Railways, and in the event that any replacement or amendment is made without such consent, the SPD shall not enforce such replacement or amendment nor permit enforcement thereof against Railways. For the avoidance of doubt, Railways acknowledges and agrees that it shall not unreasonably withhold its consent for restructuring or rescheduling of the debt of the SPD. 5.2.3 The SPD shall ensure that each of the Project Agreements contains provisions that entitle Railways to step into such agreement, in its sole discretion, in substitution of the SPD in the event of Termination or Suspension. For the avoidance of doubt, it is expressly agreed that in the event Railways does not exercise such rights of substitution within a period not exceeding [90 (ninety)] days from the Transfer Date, the Project Agreements shall be deemed to cease to be in force and effect on the Transfer Date without any liability whatsoever on .
Appears in 3 contracts
Samples: Power Purchase Agreement, Power Purchase Agreement, Power Purchase Agreement
Obligations relating to Project Agreements. 5.2.1 It is expressly agreed that the SPD shall, at all times, be responsible and liable for all its obligations under this Agreement notwithstanding anything contained in the agreements related to this project “Project Agreements” or any other agreement, and no default under any Project Agreement or any other agreement shall excuse the SPD from its obligations or liability hereunder.
5.2.2 The SPD shall not make any addition, replacement or amendments to any of the Financing Agreements without the prior written consent of Railways if such addition, replacement or amendment has, or may have, the effect of imposing or increasing any financial liability or obligation on Railways, and in the event that any replacement or amendment is made without such consent, the SPD shall not enforce such replacement or amendment nor permit enforcement thereof against Railways. For the avoidance of doubt, Railways acknowledges and agrees that it shall not unreasonably withhold its consent for restructuring or rescheduling of the debt of the SPD.
5.2.3 The SPD shall ensure that each of the Project Agreements contains provisions that entitle Railways to step into such agreement, in its sole discretion, in substitution of the SPD in the event of Termination or Suspension. For the avoidance of doubt, it is expressly agreed that in the event Railways does not exercise such rights of substitution within a period not exceeding [90 (ninety)] ) days from the Transfer Date, the Project Agreements shall be deemed to cease to be in force and effect on the Transfer Date without any liability whatsoever on on.
Appears in 1 contract
Samples: Power Purchase Agreement