Sufficiency of Project Documents. (i) The Project Documents, collectively, constitute all documents necessary for the construction, completion and operation of the Project, except for additional documents for the procurement of those items commercially available to the Project at the Site on terms consistent with the Construction Plan Budget & Schedule and the Base Case Projections.
(ii) All easements, leasehold and other property interests, including with respect to the Shared Facilities, and all utility and other services, means of transportation, facilities, other materials and other rights that could reasonably be expected to be necessary for the construction, completion and operation of the Project in accordance with Governmental Rules and the Transaction Documents (including gas, electrical, water and sewage services and facilities) have been procured under the Project Documents or are commercially available to the Project at the Site on terms consistent with the Construction Plan Budget & Schedule and the Base Case Projections and, to the extent appropriate, arrangements have been made on terms consistent with the Construction Plan Budget & Schedule and the Base Case Projections for such easements, interests, services, means of transportation, facilities, materials and rights.
(iii) A true, complete and correct copy of each of the Project Documents has been Made Available to each Investor (including all exhibits, schedules, protocols and side letters referred to therein or delivered pursuant thereto, if any, and all amendments, modifications, additions, waivers thereto or thereof). No Project Document has been amended or modified since such Project Document was Made Available to each Investor. Prior to the execution of each such Project Document entered into on or prior to the date this representation is made, the Sponsor believed, after having made a reasonable investigation with respect thereto, that each party to each such Project Document would be able to carry out its obligations in accordance therewith and nothing has come to the attention of the Sponsor to cause it to believe that any such party will not be able to carry out its obligations in accordance therewith except as has been disclosed to the extent required under the Transaction Documents.
(iv) All Project Documents listed on Schedule 2.2(f)(ii) to this Participation Agreement required or necessary for the Project at the time of this representation have been executed by each Person that is a party thereto, and as of t...
Sufficiency of Project Documents. (a) Other than those that can be reasonably expected to be commercially available when and as required, the services to be performed, the materials to be supplied and the real property interests and the other rights granted to Borrower and the Project Companies pursuant to the Project Documents:
(i) comprise all of the property interests necessary to secure any right material to the completion, operation and maintenance of the Projects in accordance with all Legal Requirements, all without reference to any proprietary information not owned by or available to Borrower or any Project Company under the Project Documents;
(ii) are sufficient to enable each Project to be located, completed, operated and routinely maintained on the respective Project Site; and
(iii) provide adequate ingress and egress for any reasonable purpose in connection with the completion, operation and routine maintenance of each Project under the Project Documents.
(b) There are no material services, materials or rights required for the completion, operation or routine maintenance of the Projects in accordance with the Energy Hedge, Turbine Supply Agreement, BOP Agreement, the Turbine Service Agreement, the O&M Service Agreement, the Plans and Specifications and the Base Case Project Projections other than those available under the Project Documents or that can reasonably be expected to be commercially available at the Project Site on commercially reasonable terms. The Material Project Documents are the only material agreements in effect as of the Closing Date for the completion and operation of the Projects.
Sufficiency of Project Documents. 4.26.1 Other than those that can be reasonably expected to be commercially available when and as required, the services to be performed, the materials to be supplied and the real property interests, the Easements and other rights granted, or to be granted, pursuant to the Project Documents in effect as of such date:
(a) comprise all of the property interests necessary to secure any right material to the acquisition, leasing, development, construction, installation, completion, operation and maintenance of the Project in accordance with all Legal Requirements and in accordance with the Project Schedule, all without reference to any proprietary information not owned by or available to Borrowers;
(b) are sufficient to enable the Project to be located, constructed, developed, owned, occupied, operated, maintained and used on the Site and the Easements; and
(c) provide adequate ingress and egress from the Site for any reasonable purpose in connection with the construction and operation of the Project.
4.26.2 There are no services, materials or rights required for the construction or operation of the Project in accordance with the Construction Contracts, the other Major Project Documents and the assumptions that form the basis of Base Case Project Projections, other than those (a) to be provided under the Project Documents or (b) that can reasonably be expected to be commercially available at or for delivery to the Site on commercially reasonable terms consistent with the then-current Project Budget, the then-current Annual Operating Budget and the Base Case Project Projections.
Sufficiency of Project Documents. Other than those that can be reasonably expected to be commercially available when and as required, the services to be performed, the materials to be supplied and Real Estate and other rights granted or to be granted pursuant to the Project Documents in effect as of such date (i) comprise all of the property interests necessary to secure any right material to the operation and maintenance of the Project in accordance with all Requirements of Law, (ii) are sufficient to enable the Project to be located and operated on the Site and (iii) provide adequate ingress and egress from the Site for any reasonable purpose in connection with the operation of the Project.
Sufficiency of Project Documents. 55 4.27 Utilities.................................................................... 56 4.28
Sufficiency of Project Documents. (a) Other than those that can be reasonably expected to be commercially available when and as required, the services to be performed, the materials to be supplied and the real property interests, the Applicable Easements, the Applicable Permits, and other rights granted pursuant to the Project Documents:
(i) comprise all of the property interests necessary to secure any right material to the acquisition, leasing, development, construction, installation, completion, operation and maintenance of the Project in accordance with all Legal Requirements and in accordance with the Project Schedules, all without reference to any proprietary information not owned by Borrower;
(ii) are sufficient to enable the Project to be located, constructed and operated; and
(iii) provide adequate ingress and egress for any reasonable purpose in connection with the construction and operation of the Project.
(b) There are no services, materials or rights required for the construction or operation of the Project in accordance with the Construction Contracts, the Plans and Specifications and the Base Case Project Projections other than those that can reasonably be expected to be commercially available within the line items contained in the applicable Project Budget.
Sufficiency of Project Documents. 2.28.1. Project Company’s interests in the Site:
2.28.1.1. comprise all of the real property interests necessary for the ownership, construction, installation, completion, operation and maintenance of the Project in accordance in all material respects with all Legal Requirements, the Project Documents and the Construction Budget;
2.28.1.2. are sufficient to enable the entire Project to be located, operated and maintained on the Site;
2.28.1.3. provide adequate ingress and egress to and from the Site for any reasonable purpose in connection with the ownership, construction, operation and maintenance of the Project for the purposes and on the terms set forth in the applicable Material Project Documents.
2.28.2. Except to the extent that any failure to have any of the following could not reasonably be expected to have a Material Adverse Effect, there are no services, materials or rights required for the development, construction, ownership and operation and maintenance of the Project in accordance with the Material Project Documents and the assumptions that form the basis of the Financial Model, other than those to be provided under the Project Documents.
Sufficiency of Project Documents. (a) Other than such services, materials, property interests, license agreements and other rights that the Company reasonably believes are readily obtainable on commercially reasonable terms, the services to be performed, the materials to be supplied and the property interests, license agreement(s), and other rights granted pursuant to the Project Documents and other Contractual Obligations to which the Company is a party comprise all of the services, materials and property interests required to perform the Project Activities in accordance with all Applicable Laws and the Transaction Documents.
(b) The Company is not, as of the Closing Date, party to or otherwise obligated in any way under any material Contractual Obligation other than those listed on SCHEDULE 3.19(B) and such Contractual Obligations have not been amended or otherwise modified (by letter agreement or otherwise) as of the Closing Date, except as set forth on SCHEDULE 3.19(B). SCHEDULE 3.19(B) sets forth each Contractual Obligation of the Company and its Subsidiaries or, to the best of the Company's knowledge, any other Person (in either case, as of the Closing Date) which could have a Material Adverse Effect on the validity, perfection, priority, or enforceability of the Collateral owned as of the Closing Date or on the availability of the remedies of the Administrative Agent or the Lenders under the Financing Documents.
Sufficiency of Project Documents. (i) All easements, leasehold and other property interests, including with respect to the Shared Facilities, and all utility and other services, means of transportation, facilities, other materials and other rights that can reasonably be expected to be necessary for the construction, completion and operation of each Project in accordance with Applicable Law and the Transaction Documents (including gas, electrical, water and sewage services and facilities) have been procured under the Project Documents or are commercially available to each Project at each Site.
(ii) A true, complete and correct copy of each of the Material Transaction Documents has been Made Available to Lender (including all exhibits, schedules, protocols and side letters referred to therein or delivered pursuant thereto, if any, and all amendments, modifications, additions, waivers thereto or thereof). No Material Transaction Document has been amended or modified, except in accordance with or disclosed pursuant to this Agreement.
(iii) All Project Documents have been executed by each Person that is a party thereto and as of the time of this representation all conditions precedent to the obligations of the respective parties under such Project Documents that are intended to be effective as of the time of this representation have been satisfied or where required, waived.
(iv) To Borrower’s Knowledge, all representations, warranties and other factual statements made by each party to each of the Project Documents (other than each Project Company) are true and correct in all material respects.
Sufficiency of Project Documents. 4.25.1 Other than those that can be reasonably expected to be commercially available when and as required, the services to be performed, the materials to be supplied and the real property interests, the Easements and other rights granted, or to be granted, pursuant to the Project Documents in effect as of the Closing Date:
(a) comprise all of the property interests necessary to secure any right material to the leasing, operation and maintenance of the Project in accordance with all Legal Requirements, all without reference to any proprietary information not owned by or available to Borrower;
(b) are sufficient to enable the Project to be located and operated on the Site and the Easements; and
(c) provide adequate ingress and egress from the Site for any reasonable purpose in connection with the operation of the Project.
4.25.2 There are no services, materials or rights required for operation and maintenance of the Project in accordance with the Major Project Documents and the assumptions that form the basis of Base Case Project Projections, other than those (a) to be provided under the Project Documents or (b) that can reasonably be expected to be commercially available at or for delivery to the Site on commercially reasonable terms consistent with Base Case Project Projections.
