Consents and Estoppel Certificates. 21.9.1 At any time and from time to time, within fifteen (15) days after written request of any Lender or proposed Lender entitled to the rights, benefits and protections of this Article 21, IFA, without charge, shall consent to: 21.9.1.1 The exercise by any Lender of its rights under and in accordance with this Article 21 in the event of a Developer Default; and 21.9.1.2 A pledge and hypothecation by Developer of the Developer’s Interest to any Lender or proposed Lender. 21.9.2 At any time and from time to time, within fifteen (15) days after written request of any Lender or proposed Lender entitled to the rights, benefits and protections of this Article 21, IFA, without charge, shall certify to its best knowledge by written instrument duly executed and acknowledged, to any Lender or proposed Lender as follows: 21.9.2.1 As to whether this Agreement has been supplemented or amended, and if so, the substance and manner of such supplement or amendment, attaching a copy thereof to such certificate; 21.9.2.2 As to the validity and force and effect of this Agreement, in accordance with its terms; 21.9.2.3 As to the existence of any Developer Default; 21.9.2.4 As to the existence of events which, by the passage of time or Notice or both, would constitute a Developer Default; Agreement; 21.9.2.5 As to the then accumulated amount of Noncompliance Points; 21.9.2.6 As to the existence of any claims by IFA regarding this 21.9.2.7 As to the Effective Date and the commencement and expiration dates of the Term; 21.9.2.8 As to whether a specified acceptance, approval or consent of IFA called for under this Agreement has been granted; 21.9.2.9 Whether the Lender and its Funding Agreements and Security Documents, or the proposed Lender and its proposed Funding Agreements and Security Documents, meet the conditions and limitations set forth in Sections 13.3 and 21.1; and 21.9.2.10 As to any other matters of fact within IFA’s knowledge about the PPA Documents, Developer, the Project or the Work as may be reasonably requested. 21.9.3 IFA shall deliver the same certified, written instrument to a Substituted Entity or proposed Substituted Entity within fifteen (15) days after receiving its written request, provided that the request is delivered to IFA either before the Substituted Entity or proposed Substituted Entity succeeds to the Developer’s Interest or within sixty (60) days after the Substituted Entity has succeeded to the Developer’s Interest. 21.9.4 Any such certificate may be relied upon by, and only by, the Lender, proposed Lender, Substituted Entity or proposed Substituted Entity to whom the same may be delivered, and the contents of such certificate shall be binding on IFA.
Appears in 1 contract
Sources: Public Private Agreement
Consents and Estoppel Certificates.
21.9.1 At any time and from time to time, within fifteen (15) 15 days after written request of any Lender or proposed Lender entitled to the rights, benefits and protections of this Article 21, IFA, without charge, shall consent to:
21.9.1.1 The exercise by any Lender of its rights under and in accordance with this Article 21 in the event of a Developer Default; and
21.9.1.2 A pledge and hypothecation by Developer of the Developer’s Interest to any Lender or proposed Lender.
21.9.2 At any time and from time to time, within fifteen (15) 15 days after written request of any Lender or proposed Lender entitled to the rights, benefits and protections of this Article 21, IFA, without charge, shall certify to its best knowledge by written instrument duly executed and acknowledged, to any Lender or proposed Lender as follows:
21.9.2.1 As to whether this Agreement has been supplemented or amended, and if so, the substance and manner of such supplement or amendment, attaching a copy thereof to such certificate;
21.9.2.2 As to the validity and force and effect of this Agreement, in accordance with its terms;
21.9.2.3 As to the existence of any Developer Default;
21.9.2.4 As to the existence of events which, by the passage of time or Notice or both, would constitute a Developer Default; Agreement;
21.9.2.5 As to the then accumulated amount of Noncompliance Points;
21.9.2.6 As to the existence of any claims by IFA regarding this
21.9.2.7 As to the Effective Date and the commencement and expiration dates of the Term;expiration
21.9.2.8 As to whether a specified acceptance, approval or consent of IFA called for under this Agreement has been granted;
21.9.2.9 Whether the Lender and its Funding Agreements and Security Documents, or the proposed Lender and its proposed Funding Agreements and Security Documents, meet the conditions and limitations set forth in Sections 13.3 and 21.1; and
21.9.2.10 As to any other matters of fact within IFA’s knowledge about the PPA Documents, Developer, the Project East End Crossing or the Work as may be reasonably requested.
21.9.3 IFA shall deliver the same certified, written instrument to a Substituted Entity or proposed Substituted Entity within fifteen (15) 15 days after receiving its written request, provided that the request is delivered to IFA either before the Substituted Entity or proposed Substituted Entity succeeds to the Developer’s Interest or within sixty (60) 60 days after the Substituted Entity has succeeded to the Developer’s Interest.
21.9.4 Any such certificate may be relied upon by, and only by, the Lender, proposed Lender, Substituted Entity or proposed Substituted Entity to whom the same may be delivered, and the contents of such certificate shall be binding on IFA.IFA.
Appears in 1 contract
Sources: Public Private Agreement
Consents and Estoppel Certificates.
21.9.1 2.9.1 At any time and from time to time, within fifteen (15) 15 days after written request of any Lender or proposed Lender entitled to the rightsLender, benefits and protections of this Article 21, IFATxDOT, without charge, shall (a) consent to:
21.9.1.1 The to (i) the exercise by any the Lender of its rights under and in accordance with this Agreement and Article 21 20 of the FA in the event of a Developer Default; and
21.9.1.2 A Default and (ii) a pledge and or hypothecation by Developer of the Developer’s Interest to any Lender or proposed Lender.
21.9.2 At any time and from time to time, within fifteen (15) days after written request of any Lender or proposed Lender entitled under the FA to the rights, benefits Lender and protections of this Article 21, IFA, without charge, shall (b) certify to its best knowledge by written instrument duly executed and acknowledged, to any Lender or proposed the Lender as follows:
21.9.2.1 2.9.1.1 As to whether this Agreement the FA has been supplemented or amended, and if so, the substance and manner of such supplement or amendment, attaching a copy thereof to such certificate;
21.9.2.2 2.9.1.2 As to the validity and force and effect of this Agreementthe FA, in accordance with its terms;with
21.9.2.3 2.9.1.3 As to the existence of any Developer Default;
21.9.2.4 2.9.1.4 As to the existence of events which, by the passage of time or Notice notice or both, would constitute a Developer Default; Agreement;
21.9.2.5 2.9.1.5 As to the then accumulated amount of Noncompliance Points;
21.9.2.6 2.9.1.6 As to the existence of any claims by IFA TxDOT regarding thisthe FA;
21.9.2.7 2.9.1.7 As to the Effective Date and the commencement and expiration dates of the Term;expiration
21.9.2.8 2.9.1.8 As to whether a specified acceptance, approval or consent of IFA called for under this Agreement has been granted;of
21.9.2.9 2.9.1.9 Whether the Lender and its Funding Agreements and Security Documents, or the proposed Lender and its proposed Funding Agreements and Security Documents, Documents meet the conditions and limitations set forth in Sections 13.3 4.3 and 21.120.1 of the FA and Section 2.1 of this Agreement; and
21.9.2.10 2.9.1.10 As to any other matters of fact within IFATxDOT’s knowledge about the PPA FA Documents, the Principal Facility Documents, Developer, the Project Facility or the Work as may be reasonably requested.
21.9.3 IFA 2.9.2 TxDOT shall deliver the same certified, written instrument to a Substituted Entity or proposed Substituted Entity within fifteen (15) 15 days after receiving its written request, provided that the request is delivered to IFA TxDOT either before the Substituted Entity or proposed Substituted Entity succeeds to the Developer’s Interest or within sixty (60) 60 days after the Substituted Entity has succeeded to the Developer’s Interest.
21.9.4 2.9.3 Any such certificate may be relied upon by, and only by, the Lender, proposed Lender, Substituted Entity or proposed Substituted Entity to whom the same may be delivered, and the contents of such certificate shall be binding on IFA.TxDOT.
Appears in 1 contract
Sources: Lender’s Direct Agreement