Common use of Project Document Defaults; Termination Clause in Contracts

Project Document Defaults; Termination. (i) Any Borrower or any other Major Project Party shall be in material breach of or otherwise in material default under any Project Document and such breach or default has continued beyond any applicable grace period expressly provided for in such Project Document (or, if no such cure period is provided, thirty (30) days), as the same may be extended pursuant to any Consent; provided, that any such breach or default by any Major Project Party under any Project Document shall not constitute an Event of Default if an agreement replacing such Project Document, in form and substance reasonably satisfactory to the Administrative Agent, is entered into (together will all applicable Ancillary Documents) within forty-five (45) days thereof (or, if such breach or default could not reasonably be expected to result in a Material Adverse Effect, sixty (60) days). (ii) Any Project Document ceases to be in full force and effect prior to its scheduled expiration, is repudiated, or its enforceability is challenged or disaffirmed by or on behalf of any Borrower or any Major Project Party thereto; provided, that such occurrence shall not constitute an Event of Default with respect to any Project Document if an agreement replacing such Project Document, in form and substance reasonably satisfactory to the Administrative Agent, is entered into (together will all applicable Ancillary Documents) within forty-five (45) days thereof (or, if such occurrence could not reasonably be expected to result in a Material Adverse Effect, sixty (60) days).

Project Document Defaults; Termination. (i) Any The Borrower or any other Major Project Party shall be in material breach of or otherwise in material default under any Project Document Document, and such breach or default has continued beyond any applicable grace period expressly provided for in such Project Document (or, if no such cure period is provided, thirty (30) days), as the same may be extended pursuant to any Consent; provided, that any such breach or default by any Major Project Party under any Major Project Document (other than the License Agreement) shall not constitute an Event of Default if an agreement replacing such Project Document, in form and substance substance, and with a counterparty, reasonably satisfactory to the Administrative AgentRequired Lenders, is entered into (together will with all applicable Ancillary Documents) within forty-five (45) days thereof (or, if such breach or default could not reasonably be expected to result in a Material Adverse Effect, sixty (60) days)thereof. (ii) Any Major Project Document ceases to be in full force and effect prior to its scheduled expiration, is repudiated, or its enforceability is challenged or disaffirmed by or on behalf of any the Borrower or any Major Project Party thereto; provided, that such occurrence shall not constitute an Event of Default with respect to any Major Project Document (other than the License Agreement) if an agreement replacing such Major Project Document, in form and substance substance, and with a counterparty, reasonably satisfactory to the Administrative AgentRequired Lenders, is entered into (together will with all applicable Ancillary Documents) within forty-five (45) days thereof (or, if such occurrence could not reasonably be expected to result in a Material Adverse Effect, sixty (60) days)thereof.

Project Document Defaults; Termination. (i) Any The Borrower or any other Major Project Party shall be in material breach of or otherwise in material default under any Major Project Document Document, and such breach or default has continued beyond any applicable grace period expressly provided for in such Major Project Document (or, if no such cure period is provided, thirty (30) days), as the same may be extended pursuant to any Consent; provided, that any such breach or default by any Major Project Party under any Major Project Document (other than the Design-Build Agreement or the License Agreement) shall not constitute an Event of Default if an agreement replacing such Major Project Document, in form and substance substance, and with a counterparty, reasonably satisfactory to the Administrative Agent, is entered into (together will with all applicable Ancillary Documents) within forty-five (45) days thereof (or, if such breach or default could not reasonably be expected to result in a Material Adverse Effect, sixty (60) days)thereof. (ii) Any Major Project Document ceases to be in full force and effect prior to its scheduled expiration, is repudiated, or its enforceability is challenged or disaffirmed by or on behalf of any the Borrower or any Major Project Party thereto; provided, that such occurrence shall not constitute an Event of Default with respect to any Major Project Document (other than the Design-Build Agreement or the License Agreement) if an agreement replacing such Major Project Document, in form and substance substance, and with a counterparty, reasonably satisfactory to the Administrative Agent, is entered into (together will with all applicable Ancillary Documents) within forty-five (45) days thereof (or, if such occurrence could not reasonably be expected to result in a Material Adverse Effect, sixty (60) days)thereof.