Additional Project Documents. Without the consent of the Majority Lenders (which consent shall not be unreasonably withheld), enter into, or become a party to any Project Document not in existence on the Closing Date (any such Project Document not subject to exception as follows, an "Additional Project Document"), except contracts entered into on an arm's length basis for the purchase by Borrower of goods or services which: (a) provide for the payment by Borrower of, or the provision to Borrower of such goods and services with a value of, $2,000,000 or less; (b) provide for payment of Emergency Operating Costs; or (c) replace a Major Project Document as contemplated by the definition of "Replacement Obligor". provided that in no event shall Borrower enter into any contract or agreement without the consent of the Majority Lenders other than those related to Borrower's owning, leasing, operating, maintaining or using the Project. Notwithstanding anything contained in this Agreement to the contrary, Borrower shall not enter into any Project Document with an Affiliate of Borrower unless Borrower, such Affiliate and Administrative Agent shall have entered into a Subordination Agreement with respect to such Project Document.
Appears in 2 contracts
Sources: Credit Agreement (Calpine Corp), Credit Agreement (Calpine Corp)