Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to any Collateral, Borrowers shall (a) diligently pursue all of their rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (b) not, without the written consent of the Majority Lenders (which consent shall not be unreasonably withheld or delayed), compromise or settle any claim against such Governmental Authority, and (c) pay or apply all Eminent Domain Proceeds in accordance with Section 7.6. Borrowers consent to, and agree not to object to or otherwise impede or impair, the participation of Administrative Agent and/or Collateral Agent in any eminent domain proceedings, and Borrowers shall from time to time deliver to Administrative Agent and Collateral Agent all documents and instruments requested by it to permit such participation.
Event of Eminent Domain. If an Event of Eminent Domain shall be threatened or occur with respect to any Collateral Borrower shall (and Borrower shall cause each Project Company to) (a) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain; (b) not, without the written consent of Administrative Agent (with the consent of the Majority Lenders whose consent shall not be unreasonably withheld), compromise or settle any claim against such Governmental Authority; and (c) pay or apply all Eminent Domain Proceeds in accordance with Section 6 of the Account Control Agreement. Borrower (and each Project Company, as applicable) consents to the participation of Administrative Agent in any proceedings resulting from an Event of Eminent Domain, and Borrower shall (and Borrower shall cause each Project Company to) from time to time deliver to Administrative Agent all documents and instruments reasonably requested by it to permit such participation.
Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to any Collateral, the Company shall (a) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (b) not, without the consent of the Required Holders (which consent shall not be unreasonably withheld or delayed), compromise or settle any claim against such Governmental Authority in an amount in excess of [***] individually and [***] in the aggregate, and (c) pay or apply all Eminent Domain Proceeds in accordance with Section 3.7 of the Depositary Agreement. The Company consents to, and agrees not to object to or otherwise impede or impair, the participation of the Holders and/or the Collateral Agent in any expropriation proceedings involving an amount in excess of [***] individually and [***] in the aggregate, and the Company shall from time to time deliver to the Holders and the Collateral Agent all documents and instruments requested by them or it to permit such participation. [***] Confidential Treatment Requested
Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to any Collateral, (a) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (b) not, without the written consent of Administrative Agent (which consent shall not be unreasonably withheld or delayed), compromise or settle any claim against such Governmental Authority if such compromise or settlement could reasonably be expected to have a Material Adverse Effect, and (c) pay or apply all Eminent Domain Proceeds in accordance with Section 3.5 of the Depositary Agreement. Borrower consents to, and agrees not to object to or otherwise impede or impair, the participation of Administrative Agent in any eminent domain proceedings, and Borrower shall from time to time deliver to Administrative Agent all documents and instruments requested by it to permit such participation.
Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to all or any material part of the Collateral, Borrower shall (a) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (b) not, without the prior written consent of Lender, compromise or settle any claim in excess of $1,000,000 against such Governmental Authority, and (c) pay or apply all Eminent Domain Proceeds in accordance with Section 7.10.
Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to any part of the Collateral, the Borrower shall (a) promptly upon discovery or receipt of notice of any such occurrence provide written notice thereof to the Administrative Agent and the Loan Insurer, (b) diligently pursue all of its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (c) if such Event of Eminent Domain shall affect any material part of the Collateral, without the written consent of the Controlling Party, which consent shall not be unreasonably withheld or delayed, not compromise or settle any claim against such Governmental Authority, and (d) pay or apply all Eminent Domain Proceeds (not applied to the restoration of the Project in accordance with the Participation Agreement) in accordance with the Depositary Agreement. The Borrower consents to the participation of the Controlling Party (but the Controlling Party shall not be required to so participate) in any eminent domain proceedings, and the Borrower shall from time to time, if the Controlling Party is not so participating, deliver to the Controlling Party each document filed or served by or upon the Borrower in such proceeding.
Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to any material portion of Collateral, each Co-Borrower shall (a) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (b) not, without the written consent of Administrative Agent as directed in writing by the Required Lenders, which consent and direction shall not be unreasonably withheld or delayed, compromise or settle any claim against such Governmental Authority if such compromise or settlement results in payments in excess of $5,000,000 or could reasonably be expected to have a Material Adverse Effect, and (c) pay or apply all Eminent Domain Proceeds in accordance with Section 3.9 of the Depositary Agreement. Such Co-Borrower consents to, and agrees not to object to or otherwise impede or impair, the participation of Administrative Agent in any eminent domain proceedings, and each Co-Borrower shall from time to time deliver to Administrative Agent all documents and instruments reasonably requested by it to permit such participation.
Event of Eminent Domain. With respect to each Funded Project, if an Event of Eminent Domain shall occur with respect to any Collateral, (a) promptly upon discovery or receipt of notice of any such occurrence, provide written notice of the same to Administrative Agent, (b) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (c) not, without the written consent of Administrative Agent and the Required Banks, which consent shall not be unreasonably withheld, compromise or settle any claim against such Governmental Authority, (d) pay or apply all Eminent Domain Proceeds in accordance with Section 7.10. Borrower consents and shall cause each other Portfolio Entity to consent to the participation of Administrative Agent in any eminent domain proceedings, and Borrower shall from time to time deliver to Administrative Agent all documents and instruments requested by it to permit such participation.
Event of Eminent Domain. If an Event of Eminent Domain shall be threatened or occur with respect to any Collateral, (a) promptly upon discovery or receipt of notice of any such threat or occurrence provide written notice thereof to Lender, (b) diligently pursue all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain, (c) not, without the written consent of Lender, which consent shall not be unreasonably withheld, compromise or settle any claim against such Governmental Authority, (d) hold all amounts and proceeds (including instruments) received in respect of any Event of Eminent Domain ("EMINENT DOMAIN PROCEEDS") in trust for the benefit of Lender, segregated from other funds of Borrower, for application in accordance with SECTION 7.3, and (e) forthwith pay over to Lender all such amounts and proceeds in the same form as received (with any necessary endorsement) to be held and applied in accordance with the provisions of SECTION 7.3. Borrower consents to the participation of Lender in any eminent domain proceedings, and Borrower shall from time to time deliver to Lender all instruments requested by it to permit such participation.
Event of Eminent Domain. If an Event of Eminent Domain shall occur with respect to any Collateral, (a) promptly upon discovery or receipt of notice of any such occurrence provide or cause to be provided written notice thereof to Administrative Agent; (b) diligently pursue or cause to be pursued all its rights to compensation against the relevant Governmental Authority in respect of such Event of Eminent Domain; (c) not, without the written consent of Administrative Agent at the direction of the Majority Lenders, which consent shall not be unreasonably withheld or delayed, compromise or settle any claim resulting from such Event of Eminent Domain against such Governmental Authority; and (d) pay or apply all Eminent Domain Proceeds in accordance with Section 5.5 of the Depositary Agreement. Each Noble Entity consents to the participation of Administrative Agent in any proceedings resulting from an Event of Eminent Domain, and each Noble Entity shall from time to time deliver to Administrative Agent all available documents and instruments reasonably requested by it in connection therewith; provided, that so long as no Event of Default has occurred and is continuing, Administrative Agent shall not settle any such proceeding without the consent of Borrower (such consent not to be unreasonably withheld or delayed).
