Common use of Information Delivery Clause in Contracts

Information Delivery. The Borrower shall deliver to the Lenders: (a) beginning with the fiscal quarter ending September 30, 2008, within 60 days after the end of each of the Borrower’s first three fiscal quarters, unaudited quarterly financial statements, including a balance sheet and related statements of income and cash flows, showing the financial position of Borrower as of the close of such fiscal quarter and the results of its operations during such fiscal quarter and the then-elapsed portion of the fiscal year and setting forth in comparative form the corresponding figures for the corresponding periods of the prior fiscal year, all certified by a Financial Officer of the Borrower, on behalf of the Borrower, as fairly presenting, in all material respects, the financial position and results of operations of the Borrower in accordance with GAAP (subject to normal year-end audit adjustments and the absence of footnotes); (b) within 120 days after the end of each fiscal year beginning with the fiscal year ending December 31, 2008, audited annual financial statements, including a balance sheet, (including owners’ equity) and related statements of income and cash flows, showing the financial position of the Borrower as of the close of such fiscal year and the results of its operations during such year and setting forth in comparative form the corresponding figures for the prior fiscal year, all audited by PricewaterhouseCoopers or Deloitte Touche Tohmatsu or other independent public accountants of recognized national standing reasonably acceptable to the Administrative Agent and accompanied by an opinion of such accountants (which shall not be qualified in any material respect) to the effect that such financial statements fairly present, in all material respects, the financial position and results of operations of the Borrower in accordance with GAAP; (c) together with each delivery of financial statements, a certificate of a Financial Officer of the Borrower certifying (i) that no Event of Default or Default has occurred and is continuing or, if an Event of Default or Default has occurred and is continuing, specifying the nature and extent thereof and any corrective action taken or proposed to be taken with respect thereto, (ii) prior to Completion, as to the Debt to Equity Ratio in effect as of the date of such financial statements and (iii) after Completion, the Debt Service Coverage Ratio for the 12 months (or, until there have been 12 full months of operations, such shorter period of operation) ending on the last day of the immediately preceding fiscal quarter, with such certificate containing the calculations relating to the certification made under this clause (iii); (d) promptly, and in any event within five Business Days after obtaining Knowledge thereof, notice of any Default or Event of Default; (e) promptly, and in any event within five Business Days after obtaining Knowledge thereof, notice of any ERISA Events; (f) promptly, and in any event within five Business Days of entering into a Major Project Contract, a fully executed copy of such Major Project Contract entered into after the Closing Date; (g) promptly, and in any event within 30 days of receipt thereof, copies of any written notice to the Borrower from any Governmental Authority relating to any Governmental Rule that could reasonably be expected to have a Material Adverse Effect; (h) not later than 30 days prior to the first day of each fiscal year, a budget for such fiscal year (which shall be consistent in all material respects with the form of the then current Project Budget and each budget for any Separately Financed Facility); (i) promptly, information with respect to any litigation or proceeding filed against the Borrower in which the amount involved is greater than $15,000,000 or injunctive or similar relief is sought (except (i) to the extent such litigation or proceeding is with respect to the determination of compensation due by the Borrower in connection with condemnation or eminent domain proceedings and could not reasonably be expected to result in a Material Adverse Effect, or (ii) to the extent such injunctive or similar relief could not reasonably be expected to result in a Material Adverse Effect); (j) promptly following the end of each calendar quarter, a report detailing the status of construction of the Project, including the projected date of Completion, details as to sources and uses of funds for the Project and Separately Financed Facilities, and the total amount of Loan proceeds applied to each Segment; (k) promptly, and in any event within 30 days of receipt thereof, copies of each ongoing construction monitoring report delivered by the Independent Engineer (to be delivered by the Independent Engineer approximately every six months pursuant to the Professional Services Agreement); (l) promptly, and in any event within 15 days of receipt thereof, written notice from any Major Project Participant of a default under any Major Project Contract; (m) promptly and in any event within five Business Days of obtaining Knowledge thereof, any casualty, damage or loss to the Project, whether or not insured, through fire, theft, other hazard or casualty, or any act or omission of the Borrower, its employees, agents, contractors, consultants or representatives, or of any other Person, if such casualty, damage or loss is in excess of $5,000,000 for any one such event or in the aggregate in any calendar year; (n) promptly and in any event within five Business Days of obtaining Knowledge thereof, any early cancellation or material change in the terms, coverage or amounts of any insurance required under Section 5.03; (o) promptly and in any event within five Business Days of obtaining Knowledge thereof, any termination or material amendment of any Major Project Contract, including any material change order or request for any material change order under the Construction Contract; (p) promptly and in any event within five Business Days of obtaining Knowledge thereof, any material event of force majeure asserted under any Major Project Contract; (q) promptly and in any event within five Business Days of obtaining Knowledge thereof, any (i) fact, circumstance, condition or occurrence at, on or arising from any real property being used by the Borrower in connection with the Project or any Separately Financed Facility that results in any material noncompliance with any Environmental Law or any Release of Hazardous Materials on or from any real property being used by the Borrower in connection with the Project or any Separately Financed Facility that could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect, and (ii) pending or, to the Borrower’s Knowledge, threatened, Environmental Claim against the Borrower arising in connection with its occupying or conducting operations on or at any real property being used by the Borrower in connection with the Project or any Separately Financed Facility, in each case which could, individually or in the aggregate, reasonably be expected to impose liability on any Secured Party or have a Material Adverse Effect; and (r) with reasonable promptness, such other data and information in the possession of or readily obtainable by the Borrower relating to the business, operations, affairs, financial condition, assets or properties of the Borrower or relating to the ability of the Borrower to perform its obligations under the Financing Documents as from time to time may be reasonably requested by the Administrative Agent.