Common use of Third Party Defaults Clause in Contracts

Third Party Defaults. Any Major Project Participant shall be in breach of, or in default under a Major Project Document (other than early termination or partial termination of any ESA, so long as the Offtaker owes a Termination Value pursuant to such ESA at termination or partial termination) to which it is party, and such breach or default (x) shall not be remediable or, if remediable, shall continue unremedied for a period beyond the applicable grace period and (y) has had or could reasonably be expected to have a Material Adverse Effect; provided, however that any such action under this subsection (ii) shall not constitute an Event of Default if: (A) the Borrower has entered into a Replacement Major Project Contract with a Replacement Obligor within [***] ([***]) days thereof, as such period may be extended by one additional [***] ([***])- day cure period if Borrower is diligently seeking to obtain such Replacement Material Project Contract and continues during such extended cure period to meet or exceed the Downside Sizing Case Projections, or (B) in the case of any ESA, the Termination Value has been paid by the applicable Offtaker to the Borrower within [***] ([***]) days thereof. [***] Confidential Treatment Requested

Third Party Defaults. Any Major Project Participant shall be in breach of, or in default under a Major Project Document (other than early termination or partial termination of any ESA, so long as the Offtaker owes a Termination Value pursuant to such ESA at termination or partial termination) to which it is party, and such breach or default (x) shall not be remediable or, if remediable, shall continue unremedied for a period beyond the applicable grace period and (y) has had or could reasonably be expected to have a Material Adverse Effect; provided, however that any such action under this subsection (ii) shall not constitute an Event of Default if: (A) the Borrower has entered into a Replacement Major Project Contract with a Replacement Obligor within [***] ninety ([***]90) days thereof, as such period may be extended by one additional [***] thirty ([***])- 30)- day cure period if Borrower is diligently seeking to obtain such Replacement Material Project Contract and continues during such extended cure period to meet or exceed the Downside Sizing Case Projections, or (B) in the case of any ESA, the Termination Value has been paid by the applicable Offtaker to the Borrower within [***] ninety ([***]90) days thereof. [***] Confidential Treatment Requested.

Third Party Defaults. Any Major Project Participant shall be in breach of, or in default under a Major Project Document (other than early termination or partial termination of any ESA, so long as the Offtaker owes a Termination Value pursuant to such ESA at termination or partial termination) to which it is party, and such breach or default (x) shall not be remediable or, if remediable, shall continue unremedied for a period beyond the applicable grace period and (y) has had or could reasonably be expected to have a Material Adverse Effect; provided, however that any such action under this subsection (ii) shall not constitute an Event of Default if: (A) the Borrower has entered into a Replacement Major Project Contract with a Replacement Obligor within [***] ninety ([***]90) days thereof, as such period may be extended by one additional [***] thirty ([***])- day 30)-day cure period if Borrower is diligently seeking to obtain such Replacement Material Project Contract and continues during such extended cure period to meet or exceed the Downside Sizing Case Projections, or (B) in the case of any ESA, the Termination Value has been paid by the applicable Offtaker to the Borrower within [***] ninety ([***]90) days thereof. [***] Confidential Treatment Requested.