Transaction Documents; Collateral Documents Sample Clauses

Transaction Documents; Collateral Documents. (i) Delivery of true, correct and complete copies of all Project Documents and all other Transaction Documents with respect to such Project in effect as of such Initial Project Funding Date, which documents have been duly authorized, executed and delivered by the parties thereto, and are in full force and effect on the Initial Project Funding Date; provided that, delivery of Acquisition Documents shall not be required in connection with any Operating Project to the extent that the applicable Eligibility Representations and Warranties as set forth in Section 20 of Schedule 1.01(E) are made without disclosure or qualification. The Transaction Documents shall either (A) meet all applicable Eligible Vendor Requirements or (B) solely to the extent the applicable Transaction Document is of a type governed by the Eligible Vendor Requirements, otherwise be reasonably acceptable to the Required Lenders. (ii) Delivery of Consents in form and substance satisfactory to the Administrative Agent from the counterparties to each Tax Equity Document and Power Purchase Agreement in respect of such Project delivered pursuant to Section 4.02(b)(i), in each case, (A) that is a Material Project Document or (B) to the extent that at least 5% of Borrower’s aggregate Net Cash Flow in respect of any period of four consecutive Fiscal Quarters is reasonably expected to be attributable to such Tax Equity Document or Power Purchase Agreement, in each case, solely to the extent that the Administrative Agent reasonably determines that the creation or perfection of any Lien contemplated under the Financing Documents or the exercise of any of the Secured Parties’ rights or remedies under the Collateral Documents (including upon foreclosure) could reasonably be expected to conflict with or result in any breach or contravention of such Tax Equity Document or Power Purchase Agreement absent the consent of the applicable Tax Equity Investor or Power Purchaser; provided that, with respect to the foregoing clause (B), such condition shall be deemed satisfied even if such Consent is not delivered so long as Borrower has certified in writing that it has used commercially reasonable efforts to obtain such Consent.