Common use of Repayment of Draw Reimbursement Obligations Clause in Contracts

Repayment of Draw Reimbursement Obligations. REPS hereby unconditionally and irrevocably promises to pay to the Sleeve Provider, on behalf of the applicable Xxxxxxx Party, the entire outstanding Dollar amount of each Draw Reimbursement Obligation arising from each demand for payment under a ML Guarantee or a Collateral Foreclosure of Xxxxxxx Collateral described in Section 3.01 (each, a “Payment Event”), notwithstanding the identity of the beneficiary or recipient of any ML Guarantee or Xxxxxxx Collateral, and without presentment, demand, protest or other formalities of any kind. Each such Draw Reimbursement Obligation shall mature on the Business Day following the date the Sleeve Provider delivers notice to REPS of the related Capital Outlay Date as provided in Section 3.01 (the “Notice Date”); provided that, in the event that, on or prior to the Business Day following the Notice Date, REPS delivers to the Sleeve Provider in good faith a written notice referred to in Section 8.02(b) or (c) predicated upon (i) failure to pay under any ML Guarantee after demand by the beneficiary complying with the terms and conditions of the ML Guarantee or (ii) the breach of a Xxxxxxx Party of its obligations under Section 2.01 or any Credit Support Agreement, such Draw Reimbursement Obligation shall mature and be payable on the earliest of (A) the date that the notice to the Sleeve Provider is withdrawn, (B) the date the underlying failure related to the Payment Event is cured, (C) the date that the remedies under Section 9.02 with respect to such failure have been resolved, mutually concluded, or finally determined by a court of competent jurisdiction, or (D) the date that the Working Capital Facility matures (whether on the Maturity Date under, and as defined in, the Working Capital Facility, by acceleration or otherwise) (any Reimbursement Obligation subject to the foregoing proviso, a “Deferred Draw Reimbursement Obligation”). Notwithstanding any payment of a Draw Reimbursement Obligation REPS makes as required in this Section 3.02, REPS does not by making such payment waive any rights under Sections 8.02 and 9.02 against a Xxxxxxx Party related to Payment Event, subject to the limitations in Section 9.04.

Repayment of Draw Reimbursement Obligations. REPS hereby unconditionally and irrevocably promises to pay to the Sleeve Provider, on behalf of the applicable Xxxxxxx Party, the entire outstanding Dollar amount of each Draw Reimbursement Obligation payment on behalf of the Reliant Retail Obligors by ML&Co. or the Sleeve Provider arising from each demand for payment under a ML Guarantee Xxxxxxx Collateral or a payment on behalf of the Reliant Retail Obligors by the Sleeve Provider arising from each Collateral Foreclosure of Xxxxxxx Collateral described in Section 3.01 (each, a “Payment EventDraw Reimbursement Obligation”), notwithstanding the identity of the beneficiary or recipient of any ML Guarantee or Xxxxxxx Collateral, and without presentment, demand, protest or other formalities of any kind. Each such Draw Reimbursement Obligation shall mature on the Business Day following the date the Sleeve Provider delivers notice to REPS of the related Capital Outlay Date as provided in Section 3.01 (the “Notice Date”); provided that, in the event that, on or prior to the Business Day following the Notice Date, REPS delivers to the Sleeve Provider in good faith a written notice referred to in Section 8.02(b) or (c) predicated upon (i) failure to pay under any ML Guarantee after demand by the beneficiary complying with the terms and conditions of the ML Guarantee or (ii) the breach of a Xxxxxxx Party of its obligations under Section 2.01 or any Credit Support Agreement, such Draw Reimbursement Obligation shall mature and be payable on the earliest of (A) the date that the notice to the Sleeve Provider is withdrawn, (B) the date the underlying failure related to the Payment Event Draw Reimbursement Obligation is cured, (C) the date that the remedies under Section 9.02 with respect to such failure have been resolved, mutually concluded, or finally determined by a court of competent jurisdiction, or (D) the date that the Working Capital Facility matures (whether on the Maturity Date under, and as defined in, the Working Capital Facility, by acceleration or otherwise) (any Reimbursement Obligation subject to the foregoing proviso, a “Deferred Draw Reimbursement Obligation”). Notwithstanding any payment of a Draw Reimbursement Obligation REPS makes as required in this Section 3.02, REPS does not by making such payment waive any rights under Sections 8.02 and 9.02 against a Xxxxxxx Party related to Payment Eventthe applicable Draw Reimbursement Obligation, subject to the limitations in Section 9.04.

Repayment of Draw Reimbursement Obligations. REPS NRG hereby unconditionally and irrevocably promises to pay to the Sleeve Provider, on behalf of the applicable Xxxxxxx Party, the entire outstanding Dollar amount of each Draw Reimbursement Obligation payment on behalf of the Sleeve Obligors by the ML Guarantee Provider or the Sleeve Provider arising from each demand for payment under a ML Guarantee Xxxxxxx Collateral or a payment on behalf of the Sleeve Obligors by the Sleeve Provider arising from each Collateral Foreclosure of ML Collateral and the entire outstanding Dollar amount of any ML Collateral that is not returned by any person to the Xxxxxxx Parties for any reason (including, any bankruptcy or insolvency of the applicable counterparty) within one Business Day of the time required by the terms of the applicable Counterparty Document or other applicable arrangement pursuant to which such Xxxxxxx Collateral described in Section 3.01 was posted to such person (each, a “Payment EventDraw Reimbursement Obligation”), notwithstanding the identity of the beneficiary or recipient of any ML Guarantee or Xxxxxxx Collateral, and without presentment, demand, protest or other formalities of any kind. Each such Draw Reimbursement Obligation shall mature on the Business Day following the date the Sleeve Provider delivers notice to REPS NRG of the related Capital Outlay Date as provided in Section 3.01 (the “Notice Date”); provided that, in the event that, on or prior to the Business Day following the Notice Date, REPS NRG delivers to the Sleeve Provider in good faith a written notice referred to in Section 8.02(b) or (c) predicated upon (i) failure to pay under any ML Guarantee after demand by the beneficiary complying with the terms and conditions of the ML Guarantee or (ii) the breach of a Xxxxxxx Party of its obligations under Section 2.01 or any Credit Support Agreement, such Draw Reimbursement Obligation shall mature and be payable on the earliest of (A) the date that the notice to the Sleeve Provider is withdrawn, (B) the date the underlying failure related to the Payment Event Draw Reimbursement Obligation is cured, (C) the date that the remedies under Section 9.02 with respect to such failure have been resolved, mutually concluded, or finally determined by a court of competent jurisdiction, or (D) the date that the Working Capital Facility matures (whether on the Maturity Date underJanuary 29, and as defined in, the Working Capital Facility, by acceleration or otherwise) 2010 (any Reimbursement Obligation subject to the foregoing proviso, a “Deferred Draw Reimbursement Obligation”). Notwithstanding any payment of a Draw Reimbursement Obligation REPS NRG makes as required in this Section 3.02, REPS NRG does not by making such payment waive any rights under Sections 8.02 and 9.02 against a Xxxxxxx Party related to Payment Eventthe applicable Draw Reimbursement Obligation, subject to the limitations in Section 9.04.

Repayment of Draw Reimbursement Obligations. REPS hereby unconditionally and irrevocably promises to pay to the Sleeve Provider, on behalf of the applicable Xxxxxxx Party, the entire outstanding Dollar amount of each Draw Reimbursement Obligation payment on behalf of the Reliant Retail Obligors by the ML Guarantee Provider or the Sleeve Provider arising from each demand for payment under a ML Guarantee Xxxxxxx Collateral or a payment on behalf of the Reliant Retail Obligors by the Sleeve Provider arising from each Collateral Foreclosure of ML Collateral and the entire outstanding Dollar amount of any ML Collateral that is not returned by any person to the Xxxxxxx Parties for any reason (including, any bankruptcy or insolvency of the applicable counterparty) within one Business Day of the time required by the terms of the applicable Counterparty Document or other applicable arrangement pursuant to which such Xxxxxxx Collateral described in Section 3.01 was posted to such person (each, a “Payment EventDraw Reimbursement Obligation”), notwithstanding the identity of the beneficiary or recipient of any ML Guarantee or Xxxxxxx Collateral, and without presentment, demand, protest or other formalities of any kind. Each such Draw Reimbursement Obligation shall mature on the Business Day following the date the Sleeve Provider delivers notice to REPS of the related Capital Outlay Date as provided in Section 3.01 (the “Notice Date”); provided that, in the event that, on or prior to the Business Day following the Notice Date, REPS delivers to the Sleeve Provider in good faith a written notice referred to in Section 8.02(b) or (c) predicated upon (i) failure to pay under any ML Guarantee after demand by the beneficiary complying with the terms and conditions of the ML Guarantee or (ii) the breach of a Xxxxxxx Party of its obligations under Section 2.01 or any Credit Support Agreement, such Draw Reimbursement Obligation shall mature and be payable on the earliest of (A) the date that the notice to the Sleeve Provider is withdrawn, (B) the date the underlying failure related to the Payment Event Draw Reimbursement Obligation is cured, (C) the date that the remedies under Section 9.02 with respect to such failure have been resolved, mutually concluded, or finally determined by a court of competent jurisdiction, or (D) the date that the Working Capital Facility matures (whether on the Maturity Date under, and as defined in, the Working Capital Facility, by acceleration or otherwise), or (E) November 1, 2010 (any Reimbursement Obligation subject to the foregoing proviso, a “Deferred Draw Reimbursement Obligation”). Notwithstanding any payment of a Draw Reimbursement Obligation REPS makes as required in this Section 3.02, REPS does not by making such payment waive any rights under Sections 8.02 and 9.02 against a Xxxxxxx Party related to Payment Eventthe applicable Draw Reimbursement Obligation, subject to the limitations in Section 9.04.

Repayment of Draw Reimbursement Obligations. REPS hereby unconditionally and irrevocably promises to pay to the Sleeve Provider, on behalf of the applicable Xxxxxxx Party, the entire outstanding Dollar amount of each Draw Reimbursement Obligation payment on behalf of the Reliant Retail Obligors by ML&Co. under an ML Guarantee arising from each demand for payment under a ML Guarantee or a payment on behalf of the Reliant Retail Obligors by the Sleeve Provider arising from each Collateral Foreclosure of Xxxxxxx Collateral described in Section 3.01 (each, a “Payment EventDraw Reimbursement Obligation”), notwithstanding the identity of the beneficiary or recipient of any ML Guarantee or Xxxxxxx Collateral, and without presentment, demand, protest or other formalities of any kind. Each such Draw Reimbursement Obligation shall mature on the Business Day following the date the Sleeve Provider delivers notice to REPS of the related Capital Outlay Date as provided in Section 3.01 (the “Notice Date”); provided that, in the event that, on or prior to the Business Day following the Notice Date, REPS delivers to the Sleeve Provider in good faith a written notice referred to in Section 8.02(b) or (c) predicated upon (i) failure to pay under any ML Guarantee after demand by the beneficiary complying with the terms and conditions of the ML Guarantee or (ii) the breach of a Xxxxxxx Party of its obligations under Section 2.01 or any Credit Support Agreement, such Draw Reimbursement Obligation shall mature and be payable on the earliest of (A) the date that the notice to the Sleeve Provider is withdrawn, (B) the date the underlying failure related to the Payment Event Draw Reimbursement Obligation is cured, (C) the date that the remedies under Section 9.02 with respect to such failure have been resolved, mutually concluded, or finally determined by a court of competent jurisdiction, or (D) the date that the Working Capital Facility matures (whether on the Maturity Date under, and as defined in, the Working Capital Facility, by acceleration or otherwise) (any Reimbursement Obligation subject to the foregoing proviso, a “Deferred Draw Reimbursement Obligation”). Notwithstanding any payment of a Draw Reimbursement Obligation REPS makes as required in this Section 3.02, REPS does not by making such payment waive any rights under Sections 8.02 and 9.02 against a Xxxxxxx Party related to Payment Eventthe applicable Draw Reimbursement Obligation, subject to the limitations in Section 9.04.