Common use of Adequate Rights Clause in Contracts

Adequate Rights. Assuming the representations and warranties of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d), and of the Owner Participant set forth in SECTION 3.4(d) are true, based upon Requirements of Law in effect on the Closing Date and upon Xxxxx City's reasonable expectations, and, in the case of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (i) through (v) below), the rights and interests made available to the Owner Lessor pursuant to the Transaction Documents and the rights contemplated by the Facility Lease to be made available under the Transaction Documents are sufficient to permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following the expiration or termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date Appraisal: (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, possession, maintenance, replacement, repair and renewal of all modifications, additions, improvements, replacements and substitutions of and to the Facility, (iv) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and (v) transmission of the electric energy and ancillary services provided by the Facility to a point of interconnection to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizations.

Adequate Rights. Assuming the representations and warranties of the Owner Lessor set forth in SECTION 3.2(d3.2(D), the OM Company and the Owner Manager set forth in SECTION 3.3(d3.3(D), and of the Owner Participant set forth in SECTION 3.4(d3.4(D) are true, based upon Requirements of Law in effect on the Closing Date and upon Xxxxx City's reasonable expectations, and, in the case of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (i) through (v) below), the rights and interests made available to the Owner Lessor pursuant to the Transaction Documents and the rights contemplated by the Facility Lease to be made available under the Transaction Documents are sufficient to permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following the expiration or termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date Appraisal: (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, possession, maintenance, replacement, repair and renewal of all modifications, additions, improvements, replacements and substitutions of and to the Facility, (iv) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and (v) transmission of the electric energy and ancillary services provided by the Facility to a point of interconnection to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizations.

Adequate Rights. Assuming the representations and warranties of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d), and of the Owner Participant set forth in SECTION 3.4(d) are true, based Based upon Requirements of Law in effect on the Closing Date date hereof and upon Xxxxx CitySEMA's reasonable expectations, and, in the case of such actions after the Facility Lease Term, and subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City SEMA reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (i) through (v) below), the rights and interests made, or to be XXXXXXXXX PARTICIPATION AGREEMENT (L1) -------------------------------------- made available to the Owner Lessor or its permitted transferees pursuant to the Transaction Documents and Operative Documents, together with the rights contemplated by of the Facility Lease to be made available under Owner Lessor as owner of the Transaction Documents Undivided Interest, are sufficient to permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following the expiration or termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date AppraisalLease: (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, possession, maintenance, replacement, repair and renewal of all modifications, additions, improvements, replacements and substitutions of and to the Facility, (iv) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and (v) the procurement of transmission services from the Facility Site and other rights and services necessary or appropriate to enable such Person to deliver the portion of the electric energy and ancillary services provided by net electrical output of such Facility, to the Facility extent of the Undivided Interest, to a the point of interconnection to of the relevant Facility with the electricity grid for each of (as specified in the markets controlled by the Pennsylvania, New Jersey Interconnection Agreement) in a commercially efficient manner and Maryland Independent System Operator and the New York Independent System Operator or any successor organizationson commercially reasonable terms.

Adequate Rights. Assuming (i) Based upon the representations and warranties reasonable expectations of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d)AEE, and of the Owner Participant set forth in SECTION 3.4(d) are truesubject to obtaining any necessary licenses, based upon Requirements of permits and approvals from Governmental Entities, which under any Applicable Law in effect on the Closing Date and the Owner Trust will be able to obtain upon Xxxxx City's reasonable expectations, and, in or before the case expiration or earlier termination of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (iA) through (v) below), the rights and interests made available to the Owner Lessor Trust or its permitted transferees pursuant to the Transaction Documents Support Agreements and the rights contemplated by other Operative Documents, together with (B) all materials, supplies and services, including, but not limited to, all natural gas, electrical, telephone, water, sanitary waste disposal, ash disposal, rail, coal supply, septic or water treatment system or services and all other utility services necessary for the present use, operation and maintenance of the Facility Lease (currently available at the Facility, which to be made available the Actual Knowledge of AEE are connected under the Transaction Documents are sufficient to valid permits and in working order, in all material respects) permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following on a commercially practicable basis commencing with the expiration or sooner termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date Appraisal: Term, (i1) the occupation, interconnection, maintenance and repair of the FacilityFacility and the Facility Site, (ii2) the use, operation operation, leasing and possession of the FacilityFacility and the Facility Site, (iii3) the construction, use, operation, leasing, possession, maintenance, replacement, renewal and repair and renewal of all alterations, modifications, additions, accessions, improvements, appurtenances, replacements and substitutions of thereof and thereto, subject to the Facilityprovisions of the Operative Documents, (iv4) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership Support Agreements and Operation Agreement and such Personwith the Owner Trust's interest in the Facility and the Facility Site, including, without limitation, access to dedicated public roads and to the Actual Knowledge of AEE, all other material roads, easements, servitude, rights-of-way and other rights of ingress and egress as are necessary for the present operation, maintenance and use of the Facility, (v5) the procurement of other rights and services necessary or appropriate to utilize the Facility in a commercial manner, (6) transmission services from the Facility sufficient to enable the Owner Trust to sell its share of the electric energy output of the Facility, and ancillary services provided by (7) the operation of the Facility to a point of interconnection to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizationsas an independent unit.

Adequate Rights. Assuming the representations and warranties of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d), and of the Owner Participant set forth in SECTION 3.4(d) are true, based Based upon Requirements of Law in effect on the Closing Date date hereof and upon Xxxxx CitySEMA's reasonable expectations, and, in the case of such actions after the Facility Lease Term, and subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City SEMA reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (i) through (v) below), the rights and interests made, or to be made available to the Owner Lessor or its permitted transferees pursuant to the Transaction Documents and Operative Documents, together with the rights contemplated by of the Facility Lease to be made available under Owner Lessor as owner of the Transaction Documents Undivided Interest, are sufficient to permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following the expiration or termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date AppraisalLease: (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, possession, maintenance, replacement, repair and renewal of all modifications, additions, improvements, replacements and substitutions of and to the Facility, (iv) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and (v) the procurement of transmission services from the Facility Site and other rights and services necessary or appropriate to enable such Person to deliver the portion of the electric energy and ancillary services provided by net electrical output of such Facility, to the Facility extent of the Undivided Interest, to a the point of interconnection to of the relevant Facility with the electricity grid for each of (as specified in the markets controlled by the Pennsylvania, New Jersey Interconnection Agreement) in a commercially efficient manner and Maryland Independent System Operator and the New York Independent System Operator or any successor organizationson commercially reasonable terms.

Adequate Rights. Assuming the representations and warranties of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d), ) and of the Owner Participant set forth in SECTION 3.4(d3.2(d) are true, based upon Requirements of Law in effect on the Closing Date and upon Xxxxx City's reasonable expectations, and, in the case of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (i) through (v) below), the rights and interests made available to the Owner Lessor pursuant to the Transaction Documents and the rights contemplated by the Facility Lease to be made available under the Transaction Documents are sufficient to permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following the expiration or termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date Appraisal: (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, possession, maintenance, replacement, repair and renewal of all modifications, additions, improvements, replacements and substitutions of and to the Facility, (iv) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and (v) transmission of the electric energy and ancillary services provided by the Facility to a point of interconnection to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizationsgrid.

Adequate Rights. Assuming the representations and warranties of the Owner Lessor set forth in SECTION Section 3.2(d), the OM Company and the Owner Manager set forth in SECTION Section 3.3(d), and of the Owner Participant set forth in SECTION Section 3.4(d) are true, based upon Requirements of Law in effect on the Closing Date and upon Xxxxx City's reasonable expectations, and, in the case of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (i) through (v) below), the rights and interests made available to the Owner Lessor pursuant to the Transaction Documents and the rights contemplated by the Facility Lease to be made available under the Transaction Documents are sufficient to permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following the expiration or termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date Appraisal: (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, possession, maintenance, replacement, repair and renewal of all modifications, additions, improvements, replacements and substitutions of and to the Facility, (iv) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and (v) transmission of the electric energy and ancillary services provided by the Facility to a point of interconnection to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizations.

Adequate Rights. Assuming Based upon the representations Company’s reasonable expectations and warranties of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d), and of the Owner Participant set forth in SECTION 3.4(d) are true, based upon Requirements of Applicable Law in effect on and as of the Closing Date and upon Xxxxx City's reasonable expectationsdate this representation is made, and, in the case of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions except as set forth in clauses (i) through (v) belowon Schedule 6.1(u), the rights and interests made available to the Owner Lessor pursuant to the Transaction Documents and the rights contemplated by the Facility Lease to be made available under the Transaction Documents are sufficient to permit the following actions by the Facility Lessee on a commercially practicable basis during the Facility Lease Term and by the Owner Lessor or any such permitted transferee period following the expiration or earlier termination of the Facility Lease until Term (but with respect to the end Common Facilities only, subject to the rights of the expected economic useful life parties to the Springerville Project Agreement and, with respect to the Fuel Handling Facilities only, subject to the rights of the Facility as set forth in parties to the Closing Date Appraisal: Supplemental Fuel Handling Agreements) (i) the occupation, interconnection, maintenance and repair of the Facility, (ii) the use, operation and possession of the Facility, (iii) the construction, use, operation, leasing, possession, maintenance, replacement, renewal and repair and renewal of all alterations, modifications, additions, accessions, improvements, appurtenances, replacements and substitutions of and to the Facility, subject to the provisions of the Operative Documents, (iv) appropriate ingress to and egress from the Facility Facility, the Site, the Fuel Handling Facilities and the Facility Site Common Facilities for any reasonable purpose in connection with such Owner Lessor’s interest in the Facility and the exercise of rights under the Ownership and Operation Agreement and such Person's interest in the Facility and Project Documents, (v) transmission the rights and services necessary or appropriate to utilize the Facility, the Fuel Handling Facilities and the Common Facilities in a commercial manner, including the procurement of fuel, (vi) the interconnection of the electric energy and ancillary services provided by Facility electrically with the transmission system of TEP sufficient to enable the Owner Lessor to sell the output of the Facility at such interconnection point and (vii) any intellectual property necessary to a point of interconnection operate and maintain the Facility pursuant to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizationsPrudent Utility Practices.

Adequate Rights. Assuming (i) Based upon the representations and warranties reasonable expectations of the Owner Lessor set forth in SECTION 3.2(d), the OM Company and the Owner Manager set forth in SECTION 3.3(d)AEE, and of the Owner Participant set forth in SECTION 3.4(d) are truesubject to obtaining any necessary licenses, based upon Requirements of permits and approvals from Governmental Entities, which under any Applicable Law in effect on the Closing Date and the Owner Trust will be able to obtain upon Xxxxx City's reasonable expectations, and, in or before the case expiration or earlier termination of such actions after the Facility Lease Term, subject to the Owner Lessor obtaining any necessary Governmental Approvals (which Xxxxx City reasonably believes are obtainable by the Owner Lessor in the ordinary course other than those Governmental Approvals the failure to maintain or obtain which could not reasonably be expected to have a material adverse effect on the Owner Lessor's ability, on a commercially practicable basis, to have the rights and take the actions set forth in clauses (iA) through (v) below), the rights and interests made available to the Owner Lessor Trust or its permitted transferees pursuant to the Transaction Documents Support Agreements and the rights contemplated by other Operative Documents, together with (B) all materials, supplies and services, including, but not limited to, all natural gas, electrical, telephone, water, sanitary waste disposal, ash disposal, rail, coal supply, septic 80 or water treatment system or services and all other utility services necessary for the present use, operation and maintenance of the Facility Lease (currently available at the Facility, which to be made available the Actual Knowledge of AEE are connected under the Transaction Documents are sufficient to valid permits and in working order, in all material respects) permit the following actions by the Facility Lessee during the Facility Lease Term and by the Owner Lessor or any such permitted transferee following on a commercially practicable basis commencing with the expiration or sooner termination of the Facility Lease until the end of the expected economic useful life of the Facility as set forth in the Closing Date Appraisal: Term, (i1) the occupation, interconnection, maintenance and repair of the FacilityFacility and the Facility Site, (ii2) the use, operation operation, leasing and possession of the FacilityFacility and the Facility Site, (iii3) the construction, use, operation, leasing, possession, maintenance, replacement, renewal and repair and renewal of all alterations, modifications, additions, accessions, improvements, appurtenances, replacements and substitutions of thereof and thereto, subject to the Facilityprovisions of the Operative Documents, (iv4) appropriate ingress to and egress from the Facility and the Facility Site for any reasonable purpose in connection with the exercise of rights under the Ownership Support Agreements and Operation Agreement and such Personwith the Owner Trust's interest in the Facility and the Facility Site, including, without limitation, access to dedicated public roads and to the Actual Knowledge of AEE, all other material roads, easements, servitude, rights-of-way and other rights of ingress and egress as are necessary for the present operation, maintenance and use of the Facility, (v5) the procurement of other rights and services necessary or appropriate to utilize the Facility in a commercial manner, (6) transmission services from the Facility sufficient to enable the Owner Trust to sell its share of the electric energy output of the Facility, and ancillary services provided by (7) the operation of the Facility to a point of interconnection to the relevant electricity grid for each of the markets controlled by the Pennsylvania, New Jersey and Maryland Independent System Operator and the New York Independent System Operator or any successor organizationsas an independent unit.