Common use of Termination of Letter of Support Clause in Contracts

Termination of Letter of Support. If Financial Closing does not occur in accordance with the requirements of the Letter of Support and the Letter of Support is terminated by AEDB in accordance with the terms of the Letter of Support, then this Agreement (together with any GOP or AEDB obligations under any Project Agreement that has become effective) shall terminate in its entirety without notice and without further action by the GOP or AEDB. Upon such termination, GOP, AEDB or the Seller shall have no further obligations or liabilities under this Agreement. The Parties have agreed that the amount of the Performance Guarantee is reasonable and constitutes liquidated damages to the GOP and AEDB for the Seller’s failure to timely achieve Financial Closing hereunder and under the Letter of Support, and it is further understood and agreed that the encashment in full of the Performance Guarantee by the AEDB is in lieu of actual damages for such occurrence and the collection of such sums pursuant to such Performance Guarantee and the termination of this Agreement pursuant to this Section 2.2 (Termination of Letter of Support) is the sole remedy of the GOP and AEDB for such event.

Termination of Letter of Support. If Financial Closing does not occur in accordance with the requirements of the Letter of Support and the Letter of Support is terminated by AEDB in accordance with the terms of the Letter of Support, then this Agreement (together with any GOP or AEDB obligations under any Project Agreement that has become effective) shall terminate in its entirety without notice and without further action by the GOP or AEDB. Upon such termination, the GOP, AEDB or the Seller shall have no further obligations or liabilities under this Agreement. The Parties have agreed that the amount of the Performance Guarantee is reasonable and constitutes liquidated damages to the GOP and AEDB for the Seller’s failure to timely achieve Financial Closing hereunder and under the Letter of Support, and it is further understood and agreed that the encashment in full of the Performance Guarantee by the AEDB is in lieu of actual damages for such occurrence and the collection of such sums pursuant to such Performance Guarantee and the termination of this Agreement pursuant to this Section 2.2 (Termination of Letter of Support) is the sole remedy of the GOP and AEDB for such event.