Common use of No Lien Extinguishment or Adverse Amendments Clause in Contracts

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, or transfer the Liens on the Trust Estate granted pursuant to the Indenture, (ii) terminate, assign, amend, modify, replace, or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Xxxxxx’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of material covenants under any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect (in the XXXXX Xxxxxx’s determination). Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendment, modification or supplement to any Related Document within five (5) Business Days after execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) terminate, assignexcept as otherwise expressly permitted in this Agreement, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document (other than Construction Agreements) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureEstate, (ii) terminate, assign, amend, modify, replace, modify or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party a Principal Project Party of such party’s material covenants under under, the Permit and Operating Agreement or any other Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect (in the XXXXX XxxxxxTIFIA Lender’s determination); provided, that for purposes of clause (ii) above, the issuance of Permitted Debt in compliance this Agreement shall not, by itself, be deemed to have an adverse effect on the TIFIA Lender. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendment, modification or supplement proposed amendments to any Related Document within five to which it is a party at least thirty (530) Business Days after execution days prior to the effective date thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the Indenture, (ii) terminate, assign, amend, modify, replace, or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of material covenants under any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect (in the XXXXX XxxxxxTIFIA Lender’s determination), (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the effect of reducing the ½ cent rental transactions and use tax imposed by the Sales Tax Act and the Ordinance or cause the expiration of that tax to occur prior to March 31, 2048, or (vi) provide for the acceleration of any Secured Obligations (for the avoidance of doubt, swap termination payments and term-outs of Secured Obligations that occur in accordance with the terms of such Secured Obligations shall not be considered acceleration). Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender (x) copies of any proposed amendments, modifications, replacements of, or supplements to any Related Document at least thirty (30) days prior to the effective date thereof, and (y) complete, correct and fully executed copies of any amendment, modification or supplement to any Related Document within five (5) Business Days after execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall shall(c) not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) terminate, assignexcept as otherwise expressly permitted in this Agreement, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document (other than NYDOCS01/1680937.11680937.3 68 Construction Agreements) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) terminatewith respect to any Funded MCA Project, assignexcept as otherwise expressly permitted in this Agreement, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Xxxxxx’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document for such Funded MCA Project in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA LoanLoan or TIFIA Bond for such Funded MCA Project, [including (iii) with respect to any Funded MCA Project, waive or permit a waiver of its right to receive liquidated damages pursuant to Section I.2 any provision of any Related Document for such Funded MCA Project in a manner that could adversely affect the I-25N IAA] TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAATIFIA Bond for such Funded MCA Project, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate with respect to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) Funded MCA Project, terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any Principal Project Contract for such Funded MCA Project except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bonds may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document for each Funded MCA Project (other than any copies already provided pursuant to Section 12(b)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) terminate, assignexcept as otherwise expressly permitted in this Agreement, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAA, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document (other than Construction Agreements) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA LoanLoan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] Loan or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAATIFIA Bond, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a‌‌ Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) terminatewith respect to any Funded MCA Project, assignexcept as otherwise expressly permitted in this Agreement, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Xxxxxx’s determination) in connection with the TIFIA Loan, (iii) waive or permit a waiver of any provision of any Related Document for such Funded MCA Project in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA LoanLoan or TIFIA Bond for such Funded MCA Project, [including (iii) with respect to any Funded MCA Project, waive or permit a waiver of its right to receive liquidated damages pursuant to Section I.2 any provision of any Related Document for such Funded MCA Project in a manner that could adversely affect the I-25N IAA] TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAATIFIA Bond for such Funded MCA Project, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate with respect to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) Funded MCA Project, terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any Principal Project Contract for such Funded MCA Project except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bonds may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx TIFIA Lender in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document for each Funded MCA Project (other than any copies already provided pursuant to Section 12(b)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.

No Lien Extinguishment or Adverse Amendments. The Borrower shall not, and shall not permit any Person (including CDOT) to, without the prior written consent of the TIFIA Lender, either (i) extinguish, impair, extinguish or transfer impair the Liens on the Trust Estate granted pursuant to the IndentureTIFIA Lien, (ii) except as otherwise expressly permitted in this Agreement, terminate, assign, amend, modify, replace, replace or supplement any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA XxxxxxLender’s determination) in connection with the TIFIA LoanLoan or XXXXX Xxxx, (iii) waive or permit a waiver of any provision of any Related Document in a manner that could adversely affect the TIFIA Lender (in the TIFIA Lender’s determination) in connection with the TIFIA Loan, [including any waiver of its right to receive liquidated damages pursuant to Section I.2 of the I-25N IAA] Loan or any agreement to terminate CDOT’s obligations under Section III of the I-25N IAATIFIA Bond, (iv) amend the Indenture, pursuant to Section 7.01(p) thereof or otherwise, to facilitate the issuance of Bonds that are payable from the Trust Estate on a basis subordinate to any Senior Obligations or TIFIA Loans; (v) amend any CDOT O&M Loan Agreement to allow for acceleration of any CDOT O&M Loans thereunder; or (vi) terminate, assign, amend or modify, or waive timely performance by any party of of, material covenants under any any‌ Principal Project Contract except for a termination, assignment, amendment, modification or waiver that could not reasonably be expected to have a Material Adverse Effect Effect, (v) except as otherwise expressly permitted in this Agreement, take any action, or fail to take any action, which would have the XXXXX Xxxxxx’s determination)effect of reducing the rate at which any Pledged Taxes available to pay debt service on the TIFIA Bond may be imposed, or (vi) provide for the acceleration (not including any indirect acceleration of the maturity thereof (A) through reimbursement obligations to the provider of a Credit Facility occurring as a result of a mandatory tender for purchase thereof or (B) as a result of revised amortization requirements and/or increased interest rates following an optional or mandatory tender for purchase thereof) of any Bonds or other obligations of the Borrower. Except as otherwise agreed by the XXXXX Xxxxxx in writing, the Borrower will provide to the TIFIA Lender complete, correct and fully executed copies of any amendmentproposed amendments, modification modifications, replacements of, or supplement supplements to any Related Document (other than any copies already provided pursuant to Section 12(b) (Conditions Precedent to All Disbursements)) at least thirty (30) days prior to the effective date thereof, and copies of fully executed amendments within five ten (510) Business Days after days following execution thereof.