Examples of Subject Project Company in a sentence
Each of the conditions set forth in Section 3.12 shall be satisfied with respect to Borrower, each Equity Party, each Subject Intermediate Holding Company, the Subject Project Company and the Subject Project as of the Credit Event Date.
Administrative Agent shall have received evidence reasonably satisfactory to the Majority Banks that the Subject Project Company and the Subject Intermediate Holding Companies have appointed Corporate Service Company as their agent for service of process in the State of New York in respect of each Credit Document to which the Subject Project Company or the Subject Intermediate Holding Companies is or are a party which is governed by the laws of the State of New York.
PSP and PEGI shall be entitled to transfer all or part of their ownership interests in a Subject Project Company to one or more of their Controlled Affiliates; provided that any such transferee shall agree to be bound by the same restrictions applicable to PSP or PEGI, as applicable.
Each of the conditions set forth in Section 3.12 shall be satisfied with respect to Borrower, each Equity Party, the Subject Project Company, each Subject Intermediate Holding Company and the Subject Project as of the Credit Event Date.
The Subject Project shall be an Eligible Facility and the Subject Project Company shall have received a determination from FERC that it is an Exempt Wholesale Generator.
Notwithstanding the foregoing, PSP shall only be responsible for any indemnification obligations, escrow amounts and holdback amounts in connection with the Drag Along Sale (including with respect to any representations and warranties made by PEGI (other than the fundamental representations and warranties referred to above)) on a several and proportionate (and not joint and several basis) in accordance with its ownership interests in the Subject Project Company relative to the Pattern Seller.
Each of PEGI and PSP agrees that it shall cause any of its Affiliates that indirectly owns a Subject Project Interest to comply with any restrictions on transfers set out in the Joint Acquisition Governance Agreements for the applicable Subject Project Company.
As far as it is legally permissible, the Subject Project Company should periodically distribute all net cash flows to its owners on a pro-rata basis to their ownership, subject to retaining sufficient cash reserves to meet the Subject Project Company’s reasonably foreseeable needs in relation to: existing or reasonably foreseeable obligations; solvency; and the current annual budget (including all agreed retention, capital expenditures and reserves).
Other than as set forth in the Information Memorandum or Exhibit G-5B or as previously disclosed to and waived by the Majority Banks in writing on a permanent basis, no action, suit, proceeding or investigation shall have been instituted or threatened which would reasonably be expected to have a Borrower Material Adverse Effect or a Project Material Adverse Effect with respect to the Subject Project Company or Subject Project.
FERC shall not have imposed any rate caps or mitigation measures on the Subject Project Company other than rate caps and mitigation measures generally applicable to similarly situated generators selling Power, Ancillary Services or some combination of the foregoing in the Applicable Markets.