Applicable Permits. (i) All Applicable Permits set forth on the updated Schedule 3.10(c) required to have been obtained by any Obligor or any Subsidiary by the Inclusion Date for the applicable Incremental Project (i) have been duly obtained, (ii) are in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finality, (iv) are held in the name of the applicable Obligor or Subsidiary or the applicable Incremental Project, and (v) are not subject to any unsatisfied condition the noncompliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable Permits shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental Project being operated in a manner inconsistent with the Base Case Projections, as amended or modified from time to time in accordance with Section 4.4(a)(ii), other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not material. (ii) The Administrative Agent shall have received a copy of each Applicable Permit set forth on the updated Schedule 3.10(c) on the Inclusion Date and any modification or reissuance of such Applicable Permits.
Appears in 2 contracts
Sources: Credit and Guaranty Agreement (OPAL Fuels Inc.), Credit and Guaranty Agreement (OPAL Fuels Inc.)
Applicable Permits. (i) All Applicable Permits set forth on the updated Schedule 3.10(c) required to have been obtained by any Obligor or any Subsidiary Sapphire Project Company with respect to the Sapphire RNG Project by the Inclusion Date date of the initial Term Loan hereunder for the applicable Incremental such Project (i) have been duly obtained, (ii) are in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finality, (iv) are held in the name of the applicable Obligor or Subsidiary or the applicable Incremental Project, and (v) are not subject to any unsatisfied condition the noncompliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable Permits shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental such Project being operated in a manner inconsistent with the Base Case Projections, as amended or modified from time to time in accordance with Section 4.4(a)(ii), Projections other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not material.
(ii) The Administrative Agent shall have received a copy of each Applicable Permit set forth on the updated Schedule 3.10(c) ), with respect to the Sapphire RNG Project, on the Inclusion Date date of the initial Term Loan hereunder for such Project and any modification or reissuance of such Applicable Permits.
Appears in 2 contracts
Sources: Credit and Guaranty Agreement (OPAL Fuels Inc.), Credit and Guaranty Agreement (OPAL Fuels Inc.)
Applicable Permits. (i) All Applicable Permits set forth on the updated Schedule 3.10(c) required to have been obtained by any Obligor or any Subsidiary Emerald Project Company with respect to the Emerald RNG Project by the Inclusion Date date of the initial Term Loan hereunder for the applicable Incremental such Project (i) have been duly obtained, (ii) are in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finality, (iv) are held in the name of the applicable Obligor or Subsidiary or the applicable Incremental Project, and (v) are not subject to any unsatisfied condition the noncompliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable Permits shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental such Project being operated in a manner inconsistent with the Base Case Projections, as amended or modified from time to time in accordance with Section 4.4(a)(ii), Projections other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not material.
(ii) The Administrative Agent shall have received a copy of each Applicable Permit set forth on the updated Schedule 3.10(c) ), with respect to the Emerald RNG Project, on the Inclusion Date date of the initial Term Loan herenunder and any modification or reissuance of such Applicable Permits.
Appears in 1 contract
Applicable Permits. (i) All Applicable Permits set forth on the updated Schedule 3.10(c) required to have been obtained by any Obligor or any Subsidiary Emerald Project Company with respect to the Emerald RNG Project by the Inclusion Date date of the initial Term Loan hereunder for the applicable Incremental such Project (i) have been duly obtained, (ii) are in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finality, (iv) are held in the name of the applicable Obligor or Subsidiary or the applicable Incremental Project, and (v) are not subject to any unsatisfied condition the noncompliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable Permits shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental such Project being operated in a manner inconsistent with the Base Case Projections, as amended or modified from time to time in accordance with Section 4.4(a)(ii), Projections other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not material.
(ii) The Administrative Agent shall have received a copy of each Applicable Permit set forth on the updated Schedule 3.10(c) ), with respect to the Emerald RNG Project, on the Inclusion Date date of the initial Term Loan herenunderhereunder and any modification or reissuance of such Applicable Permits.
Appears in 1 contract
Applicable Permits. (ia) All There are no Permits under existing rules of a Governmental Authority (including Environmental Laws) as the Project is contemplated to be constructed, owned and operated that are or will become Applicable Permits set forth on other than the updated Permits described in Schedule 3.10(c6.19 (Applicable Permits) required (other than those Permits the failure of which to obtain or maintain could not reasonably be expected to have a Material Adverse Effect).
(b) Each Applicable Permit listed in Part I of Schedule 6.19 (Applicable Permits) has been obtained by any Obligor issued to or any Subsidiary made by the Inclusion Date for the applicable Incremental Project (i) have been duly obtainedCompany, (ii) are as applicable, is in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finality, (iv) are held in the name of the applicable Obligor or Subsidiary or the applicable Incremental Project, effect and (v) are is not subject to any current legal proceeding (including administrative or judicial appeal, permit renewals or modification) or to any unsatisfied condition (required to be satisfied as of the noncompliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable Permits shall not be subject to any material restriction, condition, limitation or other provision date this representation and warranty is made) that could reasonably be expected to result have a Material Adverse Effect, and all statutorily prescribed appeal periods with respect to the issuance of such Permits have expired.
(c) The Company is in compliance with all Applicable Permits held in its name and to the Incremental Company’s knowledge, third parties are in compliance with Applicable Permits held for the benefit of the Project being operated except in a manner inconsistent with the Base Case Projections, each case as amended or modified from time to time in accordance with Section 4.4(a)(ii), other than any inconsistency that such non-compliance as could not reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not materialhave a Material Adverse Effect.
(iid) The Administrative Agent shall have received a copy As of the Closing, each Permit listed in Part II of Schedule 6.19 (Applicable Permits), which has not yet been obtained, is not yet an Applicable Permit set forth on and is of a type that is reasonably expected to be timely obtainable in accordance with the updated Schedule 3.10(c) on Construction Budget and Schedule, and, to the Inclusion Date and Company’s knowledge, no facts or circumstances exist that make it reasonably likely that any modification or reissuance of such Applicable PermitsPermit will not be so obtainable.
Appears in 1 contract
Applicable Permits. (i) All Except as disclosed in the Exhibit G-3 appendix applicable to the relevant Project, all Applicable Permits set forth on and Applicable Third Party Permits with respect to the updated Schedule 3.10(c) construction and operation of the relevant Project required to have been obtained by any Obligor Borrower (or Borrower and its Joint Venturers, if applicable) or any Subsidiary other applicable Major Project Participant by the Inclusion Date for the applicable Incremental Project (i) date of such Credit Event from any Governmental Authority shall have been duly obtained, (ii) are issued and be in full force and effecteffect and not subject to current legal proceedings or to any unsatisfied conditions that could reasonably be expect to allow material modification or revocation, (iii) have had any and all applicable appeal period elapse without request for periods with respect thereto shall have expired. With respect to any appeal of such Permits not yet obtained and listed in Part II(A) or such appeal has been denied or resolved with finality, (ivII(B) are held in the name of the applicable Obligor Exhibit G-3 appendix, no facts or Subsidiary circumstances exist which indicate that any such Permit will not be timely obtainable at a cost consistent with the applicable Project Budget without material difficulty or delay by Borrower (or Borrower and its Joint Venturers, if applicable) or the applicable Incremental ProjectMajor Project Participant, respectively, prior to the time that it becomes an Applicable Permit or Applicable Third Party Permit, as applicable. Except as disclosed in the applicable Exhibit G-3 appendix, such Permits which have been obtained by Borrower (or Borrower and (vits Joint Venturers, if applicable) are not subject to or any unsatisfied condition the noncompliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable Permits applicable Major Project Participant shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental Project being operated in have a manner inconsistent Material Adverse Effect with the Base Case Projections, as amended respect to Borrower or modified from time to time in accordance with Section 4.4(a)(ii), other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not materialsuch Project.
(ii) The Administrative Agent shall have received a copy of each Applicable Permit set forth on the updated Schedule 3.10(c) on the Inclusion Date and any modification or reissuance of such Applicable Permits.
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)
Applicable Permits. (ia) All A copy of each issued Applicable Permit not previously delivered pursuant to Section 3.1.19 on the Closing Date and any modification of or reissuance of such Applicable Permits previously delivered pursuant to Section 3.1.19 on the Closing Date (together, the “New Permits”) having been delivered to Lender.
(b) Except as set forth in Exhibit E-1(a), the Applicable Permits set forth on the updated Schedule 3.10(cExhibit E-1(a) required to have been obtained by any Obligor Borrower or any Subsidiary on behalf of the Project by the Inclusion Commercial Operation Date for the applicable Incremental Project (i) have been duly and timely obtained, (ii) are in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finalityare Non-Appealable, (iv) are held in the name of the applicable Obligor or Subsidiary Borrower or the Project (as applicable) or, where allowed by applicable Incremental Legal Requirements, by a third party on behalf of the Project, and (v) are not subject to any unsatisfied condition Unsatisfied Condition the noncompliance compliance with which could reasonably be expected to result in a Material Adverse Effect. The Applicable New Permits shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental Project being operated in a manner inconsistent with the Base Case Projections, as amended or modified from time to time in accordance with Section 4.4(a)(ii), Financial Model other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company Borrower or (y) losses, costs or expenses to the applicable Project Company Borrower that are not material.
(ii) The Administrative Agent shall have received a copy . To Borrower’s Knowledge, there are no facts, conditions, or circumstances that could reasonably be expected to prevent, materially delay, or cause materially adverse or restrictive conditions to be included in the issuance of each Applicable Permit any Future Permits set forth on Exhibit E-1(b) that are not required to have been obtained by the updated Schedule 3.10(c) Commercial Operation Date. Any such Future Permits are reasonably expected to be timely obtained, on the Inclusion Date commercially reasonable terms and any modification or reissuance of such Applicable Permitsconditions.
Appears in 1 contract
Sources: Credit Agreement (NRG Energy, Inc.)
Applicable Permits. (ia) All Applicable Permits set forth on the updated Schedule 3.10(c) Permits, required to have been obtained by any Obligor or any Subsidiary the Benefiting Project Company and, if the Benefiting Project Company is FEC, Dow by the Inclusion Date for the applicable Incremental Project (i) date of such Credit Event from any Governmental Authority shall have been duly obtained, (ii) are issued and be in full force and effect, (iii) have had any applicable appeal period elapse without request for any appeal or such appeal has been denied or resolved with finality, (iv) are held in the name of the applicable Obligor or Subsidiary or the applicable Incremental Project, effect and (v) are not subject to current legal proceedings or to any unsatisfied condition the noncompliance with which Unsatisfied Conditions that could reasonably be expected to result in a Material Adverse Effect. The material modification or revocation, and all applicable appeal periods with respect thereto shall have expired.
(b) With respect to any of the Permits not yet obtained and listed in Part II of Exhibit G-1, to Borrower's knowledge, no fact or circumstance shall exist which makes it likely that any such Permit will not be timely obtainable by the Benefiting Project Company and, if the Benefiting Project Company is FEC, Dow (i) prior to the time that it becomes an Applicable Permit, as applicable, (ii) without delay materially in excess of the time periods thereof in the Project Schedule (if applicable), and (iii) without expense materially in excess of the amounts provided therefor in the then-current Project Budget by FEC or MEC as applicable.
(c) Except as disclosed in Exhibit G-1, the Permits listed in Exhibit G-1 which have been obtained by the Benefiting Project Company and, if the Benefiting Project Company is FEC, Dow, shall not be subject to any material restriction, condition, limitation or other provision that could reasonably be expected to result in the Incremental Project being operated in have a manner inconsistent with the Base Case Projections, as amended or modified from time to time in accordance with Section 4.4(a)(ii), other than any inconsistency that could reasonably be expected to result in (x) gains to the applicable Project Company or (y) losses, costs or expenses to the applicable Project Company that are not materialMaterial Adverse Effect.
(ii) The Administrative Agent shall have received a copy of each Applicable Permit set forth on the updated Schedule 3.10(c) on the Inclusion Date and any modification or reissuance of such Applicable Permits.
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)