Common use of Implementing Agreements Clause in Contracts

Implementing Agreements. (a) Project Co shall not: (i) terminate or agree to the termination of all or part of any Implementing Agreement, except pursuant to Sections 19.3, 38.3 and 40.3 or otherwise to prevent or cure a Project Co Event of Default (provided that commercially reasonable alternative measures would not prevent or cure such Project Co Event of Default); (ii) make or agree to any amendment, restatement or other modification or waive or exercise any of its rights under any Implementing Agreement that materially adversely affects Project Co’s ability to perform its obligations under this Project Agreement or that has the effect of increasing any liability of Owner, whether actual or potential; (iii) breach its obligations (or waive or allow to lapse any rights it may have) or permit others to breach their obligations (or waive or allow to lapse any rights they may have) under any Implementing Agreement, that materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or that have the effect of increasing any liability of Owner, whether actual or potential; or (iv) enter into, or permit the entry into by any other person of, any agreement replacing all or part of any Implementing Agreement, except in the circumstances referenced in Section 6.2(a)(i), without the prior written consent of Owner, not to be unreasonably withheld or delayed, provided that, where consent is requested pursuant to Section 6.2(a)(i) or 6.2(a)(iv), such consent shall not be withheld, and shall be provided within a reasonable time, where the relevant matter referred to in Section 6.2(a)(i) or 6.2(a)(iv) will not materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or have the effect of increasing any liability of Owner, whether actual or potential. In the event of termination or agreement to the termination of all or part of any Implementing Agreement as described in Section 6.2(a)(i), or any agreement replacing all or part of any Implementing Agreement as described in Section 6.2(a)(iv), Project Co shall, to the extent applicable, comply with all provisions herein relating to changes in Subcontractors, including Section 38.3. (b) Upon the written request of Owner or the Consultant, Project Co will deliver or cause to be delivered to Owner or the Consultant a copy of any notices delivered or received by Project Co under any of the Implementing Agreements.

Implementing Agreements. (a) Project Co shall not: (i) terminate or agree to the termination of all or part of any Implementing Agreement, except pursuant to Sections 19.3, 38.3 39.3 and 40.3 41.3 or otherwise to prevent or cure a Project Co Event of Default (provided that commercially reasonable alternative measures would not prevent or cure such Project Co Event of Default);Default);‌ (ii) make or agree to any amendment, restatement or other modification or waive or exercise any of its rights under any Implementing Agreement that materially adversely affects Project Co’s ability to perform its obligations under this Project Agreement or that has the effect of increasing any liability of OwnerTHP, whether actual or potential; (iii) breach its obligations (or waive or allow to lapse any rights it may have) or permit others to breach their obligations (or waive or allow to lapse any rights they may have) under any Implementing Agreement, that materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or that have the effect of increasing any liability of OwnerTHP, whether actual or potential; or (iv) enter into, or permit the entry into by any other person of, any agreement replacing all or part of any Implementing Agreement, except in the circumstances referenced in Section 6.2(a)(i), 6.2(a)(i),‌ without the prior written consent of OwnerTHP, not to be unreasonably withheld or delayed, provided that, where consent is requested pursuant to Section 6.2(a)(i) or 6.2(a)(iv), such consent shall not be withheld, and shall be provided within a reasonable time, where the relevant matter referred to in Section 6.2(a)(i) or 6.2(a)(iv) will not materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or have the effect of increasing any liability of OwnerTHP, whether actual or potential. In the event of termination or agreement to the termination of all or part of any Implementing Agreement as described in Section 6.2(a)(i), or any agreement replacing all or part of any Implementing Agreement as described in Section 6.2(a)(iv), Project Co shall, to the extent applicable, comply with all provisions herein relating to changes in Subcontractors, including Section 38.339.3. (b) Upon the written request of Owner THP or the Consultant, Project Co will deliver or cause to be delivered to Owner THP or the Consultant a copy of any notices delivered or received by Project Co under any of the Implementing Agreements.

Implementing Agreements. (a) Project Co shall not: (i) terminate or agree to the termination of all or part of any Implementing Agreement, except pursuant to Sections 19.3, 38.3 47.3 and 40.3 48.2 or otherwise to prevent or cure a Project Co Event of Default (provided that commercially reasonable alternative measures would not prevent or cure such Project Co Event of Default); (ii) make or agree to any amendment, restatement or other modification or waive or exercise any of its rights under any Implementing Agreement that materially adversely affects Project Co’s ability to perform its obligations under this Project Agreement or that has the effect of increasing any liability of OwnerHMQ, whether actual or potential; (iii) breach its obligations (or waive or allow to lapse any rights it may have) or permit others to breach their obligations (or waive or allow to lapse any rights they may have) under any Implementing Agreement, that materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or that have the effect of increasing any liability of OwnerHMQ, whether actual or potential; or (iv) enter into, or permit the entry into by any other person of, any agreement replacing all or part of any Implementing Agreement, except in the circumstances referenced in Section 6.2(a)(i8.2(a)(i), without the prior written consent of OwnerHMQ, not to be unreasonably withheld or delayed, provided that, where consent is requested pursuant to Section 6.2(a)(i8.2(a)(i) or 6.2(a)(iv8.2(a)(iv), such consent shall not be withheld, and shall be provided within a reasonable time, where the relevant matter referred to in Section 6.2(a)(i8.2(a)(i) or 6.2(a)(iv8.2(a)(iv) will not materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or have the effect of increasing any liability of OwnerHMQ, whether actual or potential. In the event of termination or agreement to the termination of all or part of any Implementing Agreement as described in Section 6.2(a)(i8.2(a)(i), or any agreement replacing all or part of any Implementing Agreement as described in Section 6.2(a)(iv8.2(a)(iv), Project Co shall, to the extent applicable, comply with all provisions herein relating to changes in Subcontractors, including Section 38.347.3. (b) Upon the written request of Owner HMQ or the ConsultantHMQ Representative, Project Co will deliver or cause to be delivered to Owner HMQ or the Consultant HMQ Representative a copy of any notices delivered or received by Project Co under any of the Implementing Agreements.

Implementing Agreements. (a) Project Co shall not: (i) terminate or agree to the termination of all or part of any Implementing Agreement, except pursuant to Sections 19.3, 38.3 and 40.3 or otherwise to prevent or cure a Project Co Event of Default (provided that commercially reasonable alternative measures would not prevent or cure such Project Co Event of Default); (ii) make or agree to any amendment, restatement or other modification or waive or exercise any of its rights under any Implementing Agreement that materially adversely affects Project Co’s ability to perform its obligations under this Project Agreement or that has the effect of increasing any liability of OwnerHMQ, whether actual or potential; (iii) breach its obligations (or waive or allow to lapse any rights it may have) or permit others to breach their obligations (or waive or allow to lapse any rights they may have) under any Implementing Agreement, that materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or that have the effect of increasing any liability of OwnerHMQ, whether actual or potential; or (iv) enter into, or permit the entry into by any other person of, any agreement replacing all or part of any Implementing Agreement, except in the circumstances referenced in Section 6.2(a)(i), without the prior written consent of OwnerHMQ, not to be unreasonably withheld or delayed, provided that, where consent is requested pursuant to Section 6.2(a)(i) or 6.2(a)(iv), such consent shall not be withheld, and shall be provided within a reasonable time, where the relevant matter referred to in Section 6.2(a)(i) or 6.2(a)(iv) will not materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or have the effect of increasing any liability of OwnerHMQ, whether actual or potential. In the event of termination or agreement to the termination of all or part of any Implementing Agreement as described in Section 6.2(a)(i), or any agreement replacing all or part of any Implementing Agreement as described in Section 6.2(a)(iv), Project Co shall, to the extent applicable, comply with all provisions herein relating to changes in Subcontractors, including Section 38.3. (b) Upon the written request of Owner HMQ or the Consultant, Project Co will deliver or cause to be delivered to Owner HMQ or the Consultant a copy of any notices delivered or received by Project Co under any of the Implementing Agreements.

Implementing Agreements. (a) Project Co shall not: (i) terminate or agree to the termination of all or part of any Implementing Agreement, except pursuant to Sections 19.3, 38.3 39.3 and 40.3 41.3 or otherwise to prevent or cure a Project Co Event of Default (provided that commercially reasonable alternative measures would not prevent or cure such Project Co Event of Default);Default);‌ (ii) make or agree to any amendment, restatement or other modification or waive or exercise any of its rights under any Implementing Agreement that materially adversely affects Project Co’s ability to perform its obligations under this Project Agreement or that has the effect of increasing any liability of OwnerSTEGH, whether actual or potential; (iii) breach its obligations (or waive or allow to lapse any rights it may have) or permit others to breach their obligations (or waive or allow to lapse any rights they may have) under any Implementing Agreement, that materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or that have the effect of increasing any liability of OwnerSTEGH, whether actual or potential; or (iv) enter into, or permit the entry into by any other person of, any agreement replacing all or part of any Implementing Agreement, except in the circumstances referenced in Section 6.2(a)(i), 6.2(a)(i),‌ without the prior written consent of OwnerSTEGH, not to be unreasonably withheld or delayed, provided that, where consent is requested pursuant to Section 6.2(a)(i) or 6.2(a)(iv), such consent shall not be withheld, and shall be provided within a reasonable time, where the relevant matter referred to in Section 6.2(a)(i) or 6.2(a)(iv) will not materially adversely affect Project Co’s ability to perform its obligations under this Project Agreement or have the effect of increasing any liability of OwnerSTEGH, whether actual or potential. In the event of termination or agreement to the termination of all or part of any Implementing Agreement as described in Section 6.2(a)(i), or any agreement replacing all or part of any Implementing Agreement as described in Section 6.2(a)(iv), Project Co shall, to the extent applicable, comply with all provisions herein relating to changes in Subcontractors, including Section 38.339.3. (b) Upon the written request of Owner STEGH or the Consultant, Project Co will deliver or cause to be delivered to Owner STEGH or the Consultant a copy of any notices delivered or received by Project Co under any of the Implementing Agreements.