Material Project Contract definition
Examples of Material Project Contract in a sentence
In confirmation and furtherance thereof, Seller acknowledges and agrees that there shall be no adjustment in the Contract Price as a result of differing conditions at the Project Real Property than anticipated by Seller, the EPC Contractor, or any other counterparty to a Material Project Contract, or for any other reason related to risks related to the development, design, procurement and construction of the Project unless such events are an Excusable Event or a result of an Excusable Event.
At such time as a proposed Material Project Contract is in substantially final form, Seller shall provide a copy of the same to Purchaser for Purchaser’s review and approval (which approval shall not be unreasonably withheld).
If Purchaser reasonably objects to the revised Material Project Contract within such five (5) Business Day period, such process shall be repeated until the proposed Material Project Contract has been approved by Purchaser.
If Purchaser does not respond within the five (5) Business Day period, then, Seller shall provide an additional notice and if Purchaser fails to respond within two (2) Business Days after Seller’s redelivery of the proposed Material Project Contract with any written comments, Seller or ProjectCo shall be authorized to enter into such Material Project Contract, without prejudice to any right of Purchaser or obligation of Seller under this Agreement.
Any reference in this Agreement to an agreement, indenture, debenture or contract (including without limitation a Material Project Contract) will be deemed to be a reference to such document as supplemented, amended, restated, replaced or otherwise modified from time to time in accordance with the terms of this Agreement, unless otherwise provided herein.
The Borrower acknowledges that it has collaterally assigned all of its right, title and interest in and to each Material Project Contract to which it is a party to the Collateral Agent pursuant to the Security Agreement.
No Force Majeure or other event that would excuse the Borrower or, to the Borrower’s knowledge, any other Material Project Counterparty, from the duty to perform any material obligation of such party under any Material Project Contract has occurred and is continuing.
As of the date hereof and the Closing Date, except as has been previously disclosed in writing to the Administrative Agent, none of the Material Project Contracts have been amended, modified or terminated (other than as a result of the expiration of the stated term of such Material Project Contract and not as a result of a breach or default thereunder).
Consent to the assignment by the Material Project Counterparty of any Material Project Contract without ▇▇▇▇▇▇’s consent, not to be unreasonably withheld.
The Borrower will perform all of its obligations and enforce all of its rights under each Material Project Contract, except to the extent that failure to perform its obligations or enforce such rights would not reasonably be expected to have a Material Adverse Effect.