Replacement Senior Debt. At any time and from time to time, the Company may incur replacement senior debt (“Replacement Senior Debt”), so long as:
(1) in the case of any Replacement Senior Debt to be incurred following the first Date of First Commercial Delivery that occurs under any Initial LNG SPA which has designated Train Two as a designated Train, the Senior Debt (excluding Working Capital Debt and excluding all Indebtedness under Permitted Senior Debt Hedging Instruments) outstanding after giving effect to the incurrence of the Replacement Senior Debt is capable of being amortized to a zero balance by the termination date of the last to terminate of the Qualifying LNG SPAs then in effect and produces a Projected Fixed DSCR of at least 1.40:1.00 for the period commencing on the first Indenture Payment Date to occur after the last “guaranteed substantial completion date” (as defined in the applicable engineering, procurement and construction contract) with respect to any Trains then in construction (or if the Date of First Commercial Delivery has occurred with respect to all Trains, the first Indenture Payment Date to occur after the date of incurrence of such Replacement Senior Debt) through the terms of such Qualifying LNG SPAs (with such ratio being calculated using such Qualifying LNG SPAs and using an interest rate equal to the weighted average interest rate of Senior Debt (excluding Working Capital Debt) outstanding after giving effect to the incurrence of the Replacement Senior Debt and the prepayment or repayment of the existing Senior Debt or cancellation of the applicable Senior Debt Commitments); and
(2) the Replacement Senior Debt is incurred for the permitted refinancing or prepayment in whole or in part of existing Senior Debt including by way of renewal, replacement, redemption or discharge thereof, (and provisions, costs, prepayment premiums, fees or expenses associated with the Replacement Senior Debt or the prepaid Senior Debt, as applicable (including without duplication (i) any Hedging Termination Amount with respect to any Permitted Hedging Instrument subject to the refinancing with the proposed Replacement Senior Debt; (ii) any amounts required to be deposited in a debt service reserve or similar reserve (or any interest during construction) account in connection with the issuance of such Replacement Senior Debt; and (iii) any incremental carrying costs of such Replacement Senior Debt (including any increased interest during construction) associated with ...
Replacement Senior Debt. If at any time after the later to occur of (a) the repayment in full of the New Money Obligations and (b) the 90th day following the date on which no, Advances under the Unsecured Refinancing Loan Facility or the Springdale Tranche C Facility, Springdale Tranche B Advances or Amended B Notes remain outstanding (as recalculated from time to time pursuant to Section 2.01(b)), the Company or any of its Subsidiaries incurs Refinancing Debt such Refinancing Debt shall constitute "Replacement Senior Debt" and shall be entitled to the benefit of this Agreement; provided that (i) the Collateral Agent shall have received an Officer's Certificate from the Company or such Subsidiary that (A) identifies the maximum principal or notional amount of the Refinancing Debt to be so incurred, the amortization schedule, average life and final maturity date of such Refinancing Debt and the Representative Agent therefor, (B) identifies whether such Refinancing Debt shall constitute Secured Obligations for purposes of this Agreement and the other Collateral Documents, (C) identifies whether such Refinancing Debt shall be entitled to the provisions of Sections 2.03, 2.04 and 2.05 of the Agreement with respect to any required prepayments of the Senior Debt Obligations, (D) certifies that such Refinancing Debt (1) is or will be incurred solely for the purpose of paying or prepaying the Senior Debt Obligations and any amounts required to be paid under the AYE Loan Documents in accordance with the provisions of this Agreement, the other Financing Documents and the AYE Loan Documents, (2) is or will be otherwise incurred in accordance with the terms of the Financing Documents and the AYE Loan Documents, and (3) such Refinancing Debt is expressly subject to the terms and conditions of this Agreement and (E) attaches thereto a copy of the Replacement Senior Debt Agreement under which such Refinancing Debt is or will be incurred; and (ii) the Representative Agent in respect of any such Replacement Senior Debt shall have delivered to the Collateral Agent and the Intercreditor Agent an Accession Agreement and such other documents as they may reasonably request in connection with such Representative Agent becoming a party to this Agreement for the benefit of the Replacement Lenders providing any such Refinancing Debt; provided further that to the extent any such Replacement Senior Debt shall constitute Secured Obligations, the Company and each Grantor shall have complied with the Real Prope...
Replacement Senior Debt. 9 2.11 Replacement for Oil Payment Insurance Policy..........................
