Common use of Performance Payments Clause in Contracts

Performance Payments. The Enterprises shall pay Performance Payments to Developer commencing on the Performance Payment Start Date, as calculated in accordance with Part 2 of Schedule 6 (Performance Mechanism). All Performance Payments made from the Performance Payment Start Date through the Milestone Completion Date for Milestone 5B (collectively, the “Banked MPP”) shall be deposited by the Enterprises in a restricted account or subaccount held by the Collateral Agent under the Financing Documents (the “5A Blocked Account”). Except (a) to the extent permitted by Section 27.3 (including as a result of any foreclosure or other enforcement of any security interest that Developer is permitted to grant or create pursuant to Section 27.3 or the occurrence of any Insolvency Event or similar event with respect to the Developer) or (b) upon the exercise of a termination right under this Agreement, the Developer shall not draw on or otherwise access the Banked MPP held in the 5A Blocked Account prior to achieving the Milestone Completion Date for Milestone 5B. Upon achieving Milestone Completion with respect to Milestone 5B (as evidenced by the issuance of a Milestone Completion Certificate for Milestone 5B), Developer shall be entitled to unrestricted access to the Banked MPP held in the 5A Blocked Account. Following Milestone Completion with respect to Milestone 5B, the Enterprises shall deposit the Performance Payments to such account as may be designated by the Developer in the relevant Payment Request or by the Collateral Agent pursuant to the Lenders Direct Agreement.