Qualifying LNG SPA has the meaning given in Section 8.1(b) (LNG SPA Maintenance) of the Common Terms Agreement.
Qualifying LNG SPA includes each of the Initial LNG SPAs, any LNG SPA (and, in the case of any DPU LNG SPA permitted hereunder, shipping arrangements relating thereto) entered into for a Qualifying Term in accordance with Section 8.4(a) (Sale of Supplemental Quantity), and any other LNG SPA that meets each of the following conditions, in each case, other than the Excess Capacity LNG SPAs:
(i) such LNG SPA is entered into for a Qualifying Term with:
(A) an Investment Grade LNG Buyer (or guaranteed by an Investment Grade entity);
(B) in the case of any LNG SPA that is a replacement of an LNG SPA referenced in clauses (c), (d) or (f) of the definition of “Phase 1 Initial LNG SPAs” or in clauses (c) or (e) of the definition of “Phase 2 Initial LNG SPAs”, (i) an Investment Grade LNG Buyer (or guaranteed by an Investment Grade entity) or (ii) an entity with consolidated net tangible assets of at least $15 billion (or guaranteed by an entity with such consolidated net tangible assets);
(C) in the case of any LNG SPA entered into in accordance with Section 8.4(a) (Sale of Supplemental Quantity) or any LNG SPA that is a replacement of an LNG SPA referenced in clauses (a), (b), or (e) of the definition of “Phase 1 Initial LNG SPAs” or clauses (a), (b), (d), (f) or (g) of the definition of “Phase 2 Initial LNG SPAs”, so long as the Borrower has other Qualifying LNG SPAs for at least the then applicable Base Committed Quantity with counterparties that are an Investment Grade LNG Buyer (or guaranteed by an Investment Grade entity), an entity with consolidated net tangible assets of at least $3 billion per 1.0 MTPA of ACQ (or guaranteed by an entity with such consolidated net tangible assets); or
(D) any other entity approved by the Intercreditor Agent;
(ii) delivery of LNG under such LNG SPA is on an FOB basis or, subject to the DPU LNG SPA Quantity Restrictions, on a DPU basis pursuant to a DPU LNG SPA;
(iii) the Borrower has delivered to the Intercreditor Agent notice of the proposed terms of such LNG SPA; and
(1) (x) in the case of any LNG SPA that is a replacement of a Required LNG SPA, such terms are no less favorable than and (y) in the case of any new LNG SPA, such terms are on material commercial terms no less favorable than, in each case, those set forth in any Qualifying LNG SPA then in effect or in the case of any DPU LNG SPA and subject to the DPU LNG SPA Quantity Restrictions is supported by shipping arrangements having terms substantially consistent with those specified in ...
Qualifying LNG SPA means a LNG sales and purchase agreement (FOB) entered into by the Project Company in accordance with the Project Financing Documents having (i) a contract term in excess of one (1) year and (ii) an average fixed facility charge (on a per MMBtu basis) sold by the Company and its subsidiaries during any Calendar Year after the Commercial Operation Date equal to $[***]/MMBtu or greater.
Examples of Qualifying LNG SPA in a sentence
Except to the extent such amendment or modification is required by applicable law or regulation of any Governmental Authority, CCL will not agree to any amendment or modification to the terms or provisions of any Qualifying LNG SPA if such amendment or modification would or could reasonably be expected to have a Material Adverse Effect.
Any LNG SPA that becomes a Qualifying LNG SPA will automatically be deemed to be a Material Project Agreement.
More Definitions of Qualifying LNG SPA
Qualifying LNG SPA comprises each of the Initial LNG SPAs and any other LNG SPA that meets each of the following conditions: