Common use of Refinancing Process Clause in Contracts

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (A) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority); and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (A) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority); and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (A1) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority); and (B2) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority);; and (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority Province of such intention at least 120 days (or such later date agreed by the AuthorityProvince, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority Province informed of the progress of the proposed Refinancing, will provide the Authority Province with additional information as it is available, and will consult with and reasonably take into account the views of the Authority Province during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the AuthorityProvince, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority Province (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the AuthorityProvince, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority Province on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the AuthorityProvince’s share thereof expressed in terms of: (A1) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the AuthorityProvince); and (B2) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority);; and (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority Province may reasonably request. If any change is proposed to the information provided to the Authority Province pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority Province with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority Province in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any other potential increase in any liability or potential the liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (A) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority); and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f5.4(g), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with will full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. ‌ If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing;Refinancing;‌ (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any other potential increase in any liability or potential the liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (A) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority); and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Authority.‌ Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f5.4(g), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. ‌ If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing;Refinancing;‌ (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement;Agreement;‌ (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (A) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority); and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Refinancing).‌ Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 54.15(d).

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority BC Hydro of such intention at least 120 days (days, or such later date agreed by the AuthorityBC Hydro, acting reasonably) , before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (Co, including any of the information set out below in this Section 5.4 [Refinancing Process] if and to the extent available to Project Co at that time). Project Co will keep the Authority BC Hydro informed of the progress of the proposed Refinancing, will provide the Authority BC Hydro with additional information as it is available, and will consult with with, and reasonably take into account the views of the Authority of, BC Hydro during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (days, or such later date agreed by the AuthorityBC Hydro, acting reasonably) , before the anticipated completion date of such Refinancing, Project Co will provide to the Authority BC Hydro (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (nature, and estimated amount if reasonably capable of being calculated or estimated) , of any other potential increase in any liability or potential the liability of the AuthorityBC Hydro, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to attributes, including those attributes that would or could affect the liability of the Authority BC Hydro on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing)Gain, including the AuthorityBC Hydro’s share thereof expressed in terms of: (A1) the payment described in Section 5.6(a) ([Payment to the Authority) (BC Hydro], including the estimated timing of receipt thereof by the Authority)BC Hydro; and (B2) the reduction of Service Availability Payments described in Section 5.6(b) ([Payment to the Authority)BC Hydro]; (f) a schedule for implementation of the proposed Refinancing Refinancing, including the principal milestones and proposed dates for the achievement of such milestones (milestones, including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the AuthorityBC Hydro. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority BC Hydro may reasonably request. If any change is proposed to the information provided to the Authority BC Hydro pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f)5.4(g) [Refinancing Process], Project Co will promptly (promptly, and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) , provide the Authority with BC Hydro will full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority BC Hydro in accordance with this Section 5.4 [Refinancing Process] and in compliance with the other applicable provisions of this Section 55 [Financing of the Project].

Refinancing Process. ‌ If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with with, and reasonably take into account the views of of, the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase change in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase change in any liability or potential liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing)Gain, including the Authority’s share thereof expressed in terms of: (A) the payment described in Section 5.6(a) (Payment to the Authority) (including the estimated timing of receipt thereof by the Authority)thereof; and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing Refinancing, including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Refinancing).‌ Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 five Business Days before the completion date of the proposed Refinancing) provide the Authority with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority Province of such intention at least 120 days (or such later date agreed by the AuthorityProvince, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 [Refinancing Process] if and to the extent available to Project Co at that time). Project Co will keep the Authority Province informed of the progress of the proposed Refinancing, will provide the Authority Province with additional information as it is available, and will consult with and reasonably take into account the views of the Authority Province during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the AuthorityProvince, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority Province (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1i) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2ii) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the AuthorityProvince, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3iii) any effect on Project Co’s ability to perform its obligations under this Agreement; (4iv) the terms of the proposed Refinancing; (5v) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6vi) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority Province on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the AuthorityProvince’s share thereof expressed in terms of: (Ai) the payment described in Section 5.6(a) ([Payment to the Authority) Province] (including the estimated timing of receipt thereof by the AuthorityProvince); and (Bii) the reduction of Service Payments described in Section 5.6(b) ([Payment to the Authority);Province]; and (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority Province may reasonably request. If any change is proposed to the information provided to the Authority Province pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f)5.4(g) [Refinancing Process], Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority Province with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority Province in accordance with this Section 5.4 [Refinancing Process] and in compliance with the other applicable provisions of this Section 55 [Financing of the Project].

Refinancing Process. ‌ If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority of such intention at least 120 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 [Refinancing Process] if and to the extent available to Project Co at that time). Project Co will keep the Authority informed of the progress of the proposed Refinancing, will provide the Authority with additional information as it is available, and will consult with and reasonably take into account the views of the Authority during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the Authority, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of:of:‌ (1i) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2ii) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any other potential increase in any liability or potential the liability of the Authority, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3iii) any effect on Project Co’s ability to perform its obligations under this Agreement; (4iv) the terms of the proposed Refinancing; (5v) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6vi) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing), including the Authority’s share thereof expressed in terms of: (Ai) the payment described in Section 5.6(a) ([Payment to the Authority) ] (including the estimated timing of receipt thereof by the Authority); and (Bii) the reduction of Service Payments described in Section 5.6(b) ([Payment to the Authority)]; (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); andand‌ (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority may reasonably request. If any change is proposed to the information provided to the Authority pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f)5.4(g) [Refinancing Process], Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority with will full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority in accordance with this Section 5.4 [Refinancing Process] and in compliance with the other applicable provisions of this Section 55 [Financing of the Project].

Refinancing Process. If Project Co intends to undertake a Qualifying Refinancing or a Planned Refinancing, Project Co will notify the Authority Owner of such intention at least 120 days (or such later date agreed by the AuthorityOwner, acting reasonably) before the anticipated completion date of such Refinancing and will include with such notice all applicable information then available to Project Co (including any of the information set out below in this Section 5.4 if and to the extent available to Project Co at that time). Project Co will keep the Authority Owner informed of the progress of the proposed Refinancing, will provide the Authority Owner with additional information as it is available, and will consult with and reasonably take into account the views of the Authority Owner during the Refinancing process. Without limiting the foregoing, as soon as reasonably available, and in any event no later than 30 days (or such later date agreed by the AuthorityOwner, acting reasonably) before the anticipated completion date of such Refinancing, Project Co will provide to the Authority Owner (not necessarily all at the same time): (a) all proposed revisions to the Senior Financing Agreements; (b) a copy of the proposed updated Financial Model both before and after the Refinancing; (c) the basis for the assumptions and calculations used in the proposed updated Financial Model; (d) particulars of: (1) any increase in the principal amount of all funding for the Project committed under the Senior Financing Agreements that will result from the proposed Refinancing; (2) the nature (and estimated amount if reasonably capable of being calculated or estimated) of any increase in any liability or potential liability of the AuthorityOwner, including on early termination of this Agreement, that would be reasonably likely to arise from the proposed Refinancing; (3) any effect on Project Co’s ability to perform its obligations under this Agreement; (4) the terms of the proposed Refinancing; (5) the lenders and other parties proposed to be involved in the proposed Refinancing; and (6) the financing instruments to be used to carry out the proposed Refinancing and their key attributes (especially as to those attributes that would or could affect the liability of the Authority Owner on any early termination of this Agreement); (e) a statement setting out Project Co’s estimate of the resulting Refinancing Gain (if any in the case of a Planned Refinancing)Gain, including the AuthorityOwner’s share thereof expressed in terms of: (A) of the payment described in Section 5.6(a) 5.6 (Payment to the AuthorityOwner) (including the estimated timing of receipt thereof by the AuthorityOwner); and (B) the reduction of Service Payments described in Section 5.6(b) (Payment to the Authority); (f) a schedule for implementation of the proposed Refinancing including the principal milestones and proposed dates for the achievement of such milestones (including the estimated date for closing of the proposed Refinancing); and (g) a description of any effect on Project Co’s ability to perform its obligations under this Agreement or any increase in any liability or potential liability of the Authority. Project Co will promptly provide all other documents and information related to the proposed Refinancing as the Authority Owner may reasonably request. If any change is proposed to the information provided to the Authority Owner pursuant to the above, including information referred to in Sections 5.4(a) to 5.4(f), Project Co will promptly (and in any event not less than 5 Business Days before the completion date of the proposed Refinancing) provide the Authority Owner with full details of the change. Project Co will only proceed with a Qualifying Refinancing or a Planned Refinancing in accordance with the information provided to the Authority Owner in accordance with this Section 5.4 and in compliance with the other applicable provisions of this Section 5.