Project Documents, Etc. (a) The Borrower shall comply with all of its covenants and obligations under the Material Project Documents and Government Approvals, except where the failure to so comply could not reasonably be expected to have a Material Adverse Effect.
Project Documents, Etc. (a) The Borrower shall not, without the prior written consent of the Required Secured Parties in consultation with the Independent Engineer, (i) suspend, cancel or terminate any Material Project Document or Government Approval applicable to the Borrower or the Development or consent to or accept any cancellation or termination thereof, (ii) sell, transfer, assign (other than pursuant to the Security Documents and other than any assignment by Cheniere LNG O&M Services, LLC of its rights and obligations under the O&M Agreement by the Manager of its rights and obligations under the Management Services Agreement, in each case to an Affiliate of Borrower that has access to sufficient experienced personnel to perform their respective obligations thereunder) or otherwise dispose of (by operation of law or otherwise) or consent to any such sale, transfer, assignment or disposition of any part of its interest in or rights or obligations under or any Material Project Party's interest in or rights or obligations under any Material Project Document or Government Approval (other than the sub-license of any EPC Contract-related intellectual property rights to an Affiliate of the Borrower and other than the collateral assignment pursuant to the CCTPL Consent Agreement), (iii) waive any material default under, or material breach of, any Material Project Document or waive, forgive, compromise, settle or release any material right, interest or entitlement, howsoever arising, under, or in respect of, any Material Project Document, (iv) initiate or settle a material arbitration proceeding under any Material Project Document or Government Approval, (v) agree to or petition, request or take any other material legal or administrative action that seeks, or could reasonably be expected, to Impair any Material Project Document or Government Approval, (vi) amend, supplement or modify or in any way vary, or agree to the variation of, any material provision of the FOB Sale and Purchase Agreements, the EPC Contracts or the Sabine Pass TUA or any material Government Approval (provided that the Borrower may (x) amend or modify any conditions of such Government Approvals so long as such amendment or modification is not materially more restrictive or onerous on the Borrower and could not otherwise reasonably be expected to have a Material Adverse Effect, or (y) seek the satisfaction or waiver of such conditions without the prior written consent of the Required Secured Parties) or of the pe...
Project Documents, Etc. (a) The Borrower shall (i) perform and observe all of its covenants and obligations contained in each of the Material Project Documents except to the extent such failure could not reasonably be expected to have a Material Adverse Effect, (ii) take all commercially reasonable action to prevent the termination or cancellation of any Material Project Document in accordance with the terms of such Material Project Documents or otherwise (except for the expiration of any such agreement in accordance with its terms and not as a result of a breach or default thereunder), and (iii) enforce against the relevant Material Project Party each covenant or obligation of each Material Project Document to which such Person is a party in accordance with its terms except to the extent such failure to enforce could not reasonably be expected to have a Material Adverse Effect.
Project Documents, Etc. Each Credit Party shall (i) ensure that none of its rights under or in respect of any Project Document are at any time cancelled, terminated, suspended or limited if the same would be reasonably likely to result in a Material Adverse Effect, (ii) not agree to any waiver, amendment, termination or cancellation of any Project Document if the same would be reasonably likely to result in Material Adverse Effect, (iii) duly and properly perform, in all material respects, its obligations under the Project Documents (except to the extent, if any, that such performance is inconsistent with its obligation under the Credit Documents or any such failure to perform as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect), (iv) exercise its rights, under and in respect of the Project Documents consistently with its obligations under the Credit Documents and (v) not enter into any Project Document which would be reasonably likely to result in a Material Adverse Effect.
Project Documents, Etc. (a) The Borrower shall (i) perform and observe in all material respects all of its covenants and obligations contained in each of the Material Project Documents,
Project Documents, Etc. (a) Any of the Material Project Documents shall terminate (other than in accordance with its terms in circumstances where no default in the performance by the Borrower or any affiliate thereof of its obligations has occurred and is continuing) or for any reason cease to be in full force and effect, except for:
Project Documents, Etc. (a) The Borrower shall (i) perform and observe in all material respects all of its covenants and obligations contained in each of the Project Documents, (ii) take all reasonable and necessary action to prevent the termination or cancellation of any Project Document in accordance with the terms of such Project Documents or otherwise (except for the expiration of any Project Document in accordance with its terms and not as a result of a breach or default thereunder) and (iii) enforce against the relevant Project Party each material covenant or material obligation of each Project Document to which such Person is a party in accordance with its terms, except in each of clauses (i), (ii) or (iii) with respect to any Non-Material Project Document or Other Project Document any such act or failure to act, perform, observe, enforce, terminate or cancel which could not reasonably be expected to have a Material Adverse Effect or materially and adversely affect the Borrower’s rights, duties, obligations or liabilities under any TUA with an Anchor Tenant.
Project Documents, Etc. Schedule 3.16 (as supplemented by any supplements thereto delivered to the Administrative Agents prior to the Effective Date) includes all the Project Documents in effect as of the Effective Date. The documents identified on Schedule 3.16 constitute and include all material contracts and agreements necessary for the construction, installation and operation of the Project as contemplated as of the Effective Date and in a manner consistent with the Business Plan and applicable law, in each case to the extent reasonably foreseeable as of the Effective Date. Holdings has delivered to the Lenders true and correct copies of each Project Document in effect as of the Effective Date (subject to redaction to exclude information that any Loan Party is not permitted to disclose by reason of binding confidentiality obligations imposed on such Loan Party pursuant to the terms thereof). Neither any Loan Party nor any other party to any Project Document is in default in the performance of any obligation set forth in such Project Document that would reasonably be expected to result in a Material Adverse Effect. No event has occurred that would reasonably be expected to give rise to the termination of any Project Document that would reasonably be expected to result in a Material Adverse Effect. All conditions precedent to the obligations of the respective parties to each Project Document have been waived or satisfied, except for any such conditions that are not to be met until a later stage of the implementation of the Project, and Holdings reasonably believes that any such condition to be satisfied in the future will be satisfied at or prior to the time required.
Project Documents, Etc. 61 8.23 Annual Operating Plans and Budgets; Operating Statements......................................63 8.24
Project Documents, Etc. (a) Other than (a) the Project Documents, (b) the Financing Documents, (c) other documents evidencing Permitted Indebtedness, and (d) the contracts, agreements, instruments, letters, undertakings or other documentation listed on Schedule 7.15, the Borrower shall not enter into any other contracts, agreements, instruments, letters, undertakings or other documentation (other than Non-Material Project Documents) under which the Borrower could reasonably be expected to have obligations or liabilities in excess of $250,000 in the aggregate at any one time for all such contracts, agreements, instruments, letters, undertakings or other documentation provided that the Borrower shall not enter into any Material Project Document without the prior written approval of the Majority Lenders (such approval not to be unreasonably withheld, conditioned or delayed).
