Common use of Project Document Defaults Clause in Contracts

Project Document Defaults. (a) Any Material Project Document shall at any time for any reason cease to be valid and binding or in full force and effect or shall be materially Impaired (in each case, except in connection with its expiration in accordance with its terms in the ordinary course (and not related to any default or early termination right thereunder)) or the enforceability thereof is contested or disaffirmed in writing by or on behalf of any party thereto, (b) the Borrower or Sabine Liquefaction shall be in material breach or default, or a termination event shall occur, under the Service Agreement, (c) the Borrower or any Material Project Party shall be in breach or default, or a termination event shall occur, under any other Material Project Document or the related Consent and Agreement, if applicable, and any such event under this clause (c) could reasonably be expected to result in a Material Adverse Effect, or (d) the Borrower fails to complete the Modifications prior to the later of (x) the date on which commissioning of the first liquefaction train of the Liquefaction Facility commences and (y) June 30, 2016; provided that no Event of Default shall have occurred pursuant to this Section 7.05 if (i) in the case of the occurrence of an event under clause (a), (b) or (c) above, such breach, default, termination event, or other event is cured within the lesser of sixty (60) days of such breach, default, termination event, or other event and the cure period permitted under the applicable Material Project Document with respect to such breach, default, termination event, or other event or (ii) in the case of the occurrence of any of the events set forth in clause (a), (b) or (c) above with respect to any Material Project Document, the Borrower notifies the Administrative Agent that it intends to replace such Material Project Document and diligently pursues such replacement and the applicable Material Project Document is replaced within ninety (90) days with a replacement Material Project Document that is on terms and conditions that are, and with a Project Party that is, reasonably acceptable to the Required Lenders.

Project Document Defaults. (ai) Any Material Project Document shall at any time for any reason cease to be valid and binding or in full force and effect or shall be materially Impaired (in each case, except in connection with its expiration in accordance with its terms in the ordinary course (and not related to any default or early termination right thereunder)) or the enforceability thereof is contested or disaffirmed in writing by or on behalf of any party thereto, (bii) the Borrower or Sabine Liquefaction any Material Project Party shall be in material breach or default, or a termination event shall occur, under the Service any FOB Sale and Purchase Agreement, the EPC Contracts or the Sabine Pass TUA, or (ciii) the Borrower or any Material other Project Party shall be in breach or default, or a termination event shall occur, under any other Material Project Document or the related Consent and Agreement, if applicable, and any such event under this clause (ciii) could reasonably be expected to result in a Material Adverse Effect; provided, or (d) the Borrower fails to complete the Modifications prior to the later of (x) the date on which commissioning of the first liquefaction train of the Liquefaction Facility commences and (y) June 30however, 2016; provided that no Event of Default shall have occurred pursuant to this Section 7.05 9.5 if (iA) in the case of the occurrence of an event under clause (ai), (bii) or (ciii) above, such breach, default, termination event, or other event is cured within the lesser of sixty (60) days of such breach, default, termination event, or other event and the cure period permitted under the applicable Material Project Document with respect to such breach, default, termination event, or other event or (iiB) in the case of the occurrence of any of the events set forth in clause (ai), (bii) or (ciii) above with respect to any Material Project Document, the Borrower notifies the Administrative Agent Common Security Trustee that it intends to replace such Material Project Document and diligently pursues such replacement and the applicable Material Project Document is replaced within ninety (90) days with a replacement Project Document or Additional Material Project Document Document, as applicable, that is on terms and conditions that are, are and with a Project Party that is, is reasonably acceptable to the Required LendersSecured Parties; provided further that in the case of the replacement of an FOB Sale and Purchase Agreement, the Borrower shall also have provided evidence to the Common Security Trustee that any Export Authorization specifically referencing the replaced FOB Sale and Purchase Agreement has been amended or replaced with an Export Authorization on substantially the same terms as the original Export Authorization and that enables the Borrower to comply with its obligations under the new FOB Sale and Purchase Agreement.

Project Document Defaults. (a) Any Material Project Document shall at any time for any reason cease to be valid and binding or in full force and effect or shall be materially Impaired (in each case, except in connection with its expiration in accordance with its terms in the ordinary course (and not related to any default or early termination right thereunder)) or the enforceability thereof is contested or disaffirmed in writing by or on behalf of any party thereto, (b) the Borrower or Sabine Liquefaction shall be in material breach or default, or a termination event shall occur, under the Service Agreement, (c) the Borrower or any Material Project Party shall be in breach or default, or a termination event shall occur, under any other Material Project Document or the related Consent and Agreement, if applicable, and any such event under this clause (c) could reasonably be expected to result in a Material Adverse Effect, or (d) the Borrower fails to complete the Modifications prior to the later of (x) the date on which commissioning of the first liquefaction train of the Liquefaction Facility commences and (y) June 30, 2016; provided that no Event of Default shall have occurred pursuant to this Section 7.05 if (i) in the case of the occurrence of an event under clause (a), (b) or (c) above, such breach, default, termination event, or other event is cured within the lesser of sixty (60) days of such breach, default, termination event, or other event and the cure period permitted under the applicable Material Project Document with respect to such breach, default, termination event, or other event or (ii) in the case of the occurrence of any of the events set forth in clause (a), (b) or (c) above with respect to any Material Project Document, the Borrower notifies the Administrative Agent that it intends to replace such Material Project Document and diligently 77 pursues such replacement and the applicable Material Project Document is replaced within ninety (90) days with a replacement Material Project Document that is on terms and conditions that are, and with a Project Party that is, reasonably acceptable to the Required Lenders.

Project Document Defaults. (ai) Any Material Project Document shall at any time for any reason cease to be valid and binding or in full force and effect or shall be materially Impaired (in each case, except in connection with its expiration in accordance with its terms in the ordinary course (and not related to any default or early termination right thereunder)) or the enforceability thereof is contested or disaffirmed in writing by or on behalf of any party thereto, (bii) the Borrower or Sabine Liquefaction any Material Project Party shall be in material breach or default, or a termination event shall occur, under the Service AgreementFOB Sale and Purchase Agreements, the EPC Contract or the Sabine Pass TUA, or (ciii) the Borrower or any Material other Project Party shall be in breach or default, or a termination event shall occur, under any other Material Project Document or the related Consent and Agreement, if applicable, and any such event under this clause (ciii) could reasonably be expected to result in a Material Adverse Effect; provided, or (d) the Borrower fails to complete the Modifications prior to the later of (x) the date on which commissioning of the first liquefaction train of the Liquefaction Facility commences and (y) June 30however, 2016; provided that no Event of Default shall have occurred pursuant to this Section 7.05 9.5 if (iA) in the case of the occurrence of an event under clause (ai), (bii) or (ciii) above, such breach, default, termination event, or other event is cured within the lesser of sixty (60) days of such breach, default, termination event, or other event and the cure period permitted under the applicable Material Project Document with respect to such breach, default, termination event, or other event or (iiB) in the case of the occurrence of any of the events set forth in clause (ai), (bii) or (ciii) above with respect to any Material Project Document, the Borrower notifies the Administrative Agent Common Security Trustee that it intends to replace such Material Project Document and diligently pursues such replacement and the applicable Material Project Document is replaced within ninety (90) days with a replacement Project Document or Additional Material Project Document Document, as applicable, that is on terms and conditions that are, are and with a Project Party that is, is reasonably acceptable to the Required LendersSecured Parties.

Project Document Defaults. (ai) Any Material Project Document shall at any time for any reason cease to be valid and binding or in full force and effect or shall be materially Impaired (in each case, except in connection with its expiration in accordance with its terms in the ordinary course (and not related to any default or early termination right thereunder)) or the enforceability thereof is contested or disaffirmed in writing by or on behalf of any party thereto, (bii) the Borrower or Sabine Liquefaction any Material Project Party shall be in material breach or default, or a termination event shall occur, under the Service AgreementFOB Sale and Purchase Agreements, the EPC Contracts or the Sabine Pass TUA, or (ciii) the Borrower or any Material other Project Party shall be in breach or default, or a termination event shall occur, under any other Material Project Document or the related Consent and Agreement, if applicable, and any such event under this clause (ciii) could reasonably be expected to result in a Material Adverse Effect; provided, or (d) the Borrower fails to complete the Modifications prior to the later of (x) the date on which commissioning of the first liquefaction train of the Liquefaction Facility commences and (y) June 30however, 2016; provided that no Event of Default shall have occurred pursuant to this Section 7.05 9.5 if (iA) in the case of the occurrence of an event under clause (ai), (bii) or (ciii) above, such breach, default, termination event, or other event is cured within the lesser of sixty (60) days of such breach, default, termination event, or other event and the cure period permitted under the applicable Material Project Document with respect to such breach, default, termination event, or other event or (iiB) in the case of the occurrence of any of the events set forth in clause (ai), (bii) or (ciii) above with respect to any Material Project Document, the Borrower notifies the Administrative Agent Common Security Trustee that it intends to replace such Material Project Document and diligently pursues such replacement and the applicable Material Project Document is replaced within ninety (90) days with a replacement Project Document or Additional Material Project Document Document, as applicable, that is on terms and conditions that are, are and with a Project Party that is, is reasonably acceptable to the Required LendersSecured Parties.