Replacement Obligor definition

Replacement Obligor means, with respect to an affected Major Project Contract or a party thereto, any Person who (a)(i) if such Person is in replacement of an EPC Contractor, shall be reasonably acceptable to the Required Lenders, or (ii) if such Person is in replacement of the counterparty to a Utility RA Contract, shall (including any guarantor of such Person’s obligations) have substantially similar creditworthiness as such counterparty (including any guarantor of such counterparty’s obligations) had as of the Closing Date, and (b) assumes the obligation of providing the services and/or products on terms and conditions not materially less favorable (taken as a whole) to the applicable Loan Party than those that such affected party was obligated to provide pursuant to the applicable Major Project Contract (or on such other terms as may be reasonably acceptable to the Administrative Agent).

Replacement Obligor means, with respect to any Person party to a Project Document, any Person satisfactory to Administrative Agent (with the consent of the Majority Lenders) who, pursuant to any definitive agreement or definitive guaranty satisfactory to Administrative Agent (with the consent of the Majority Lenders) assumes the obligation of providing the services and/or products on terms and conditions no less favorable to Borrower or any Project Company than those which such Person being replaced is obligated to provide pursuant to the applicable Project Document.

Replacement Obligor a Person acceptable to the Required Lenders; provided that, in each case, if such Person is entering into a Replacement Project Document that relates to a Material Project Document that was subject to a Direct Agreement, on the date such Person enters into such Replacement Project Document, such Person enters into a Direct Agreement.

Examples of Replacement Obligor in a sentence

• Notwithstanding Section 10.1 (g), if any Material Project Document shall fail for any reason to be in full force; provided, however, that Borrower shall have forty-five (45) days following such failure to cure such failure or enter into a replacement Material Project Document with a Replacement Obligor.

• With respect to (a) any Major Project Document (including any Additional Project Document) entered into after the Closing Date and (b) any Major Project Document entered into by a Replacement Obligor pursuant to Section 6.15 or Article 7, in each case cause the applicable counterparty or Replacement Obligor, as applicable, to execute and deliver to Administrative Agent a Consent in substantially the form of Exhibit E-1, with such changes as are reasonably acceptable to Administrative Agent.

• Any Bankruptcy Event shall occur with respect to Borrower or, on or after the Initial Borrowing Date, any Major Project Participant that shall have outstanding or unperformed obligations under a Major Project Document, unless Borrower obtains a Replacement Obligor for such Person within 60 days of the date such Bankruptcy Event began.

• Notwithstanding the foregoing, no Event of Default shall occur as a result of such breach under this clause (b) if (i) Borrower obtains a Replacement Obligor for the affected third party within sixty (60) days thereafter and (ii) such breach has not resulted in, and cannot reasonably be expected to result in, prior to obtaining such Replacement Obligor, a Material Adverse Effect.

• Without prior written consent of the Required Lenders or unless provided in a Consent, no Co-Borrower shall consent to the assignment of any obligations under any Major Project Document by any counterparty thereto other than to a Replacement Obligor.

More Definitions of Replacement Obligor

Replacement Obligor means, with respect to any Person party to a Project Document, any Person satisfactory to the Required Banks and having credit, or acceptable credit support, equal to or greater than that of the replaced Person on the date that the applicable Project Document was entered into (or otherwise acceptable to the Required Banks) who, pursuant to any definitive agreement, definitive guaranty or definitive backup arrangement, in each case reasonably satisfactory to the Required Banks, assumes the obligation of providing the services and/or products on terms and conditions no less favorable to Borrower than those which such Person is obligated to provide pursuant to the applicable Project Document.

Replacement Obligor means a Person (or any guarantor of such Person’s obligations) (a) having, on the date of such replacement, a credit rating of [***] or better from S&P or [***] or better from Xxxxx’x or (b) otherwise acceptable to the Lenders.

Replacement Obligor means a Person (or guarantor of such Person’s obligations) that is approved by the Administrative Agent, such approval to be in the Administrative Agent’s reasonable discretion.

Replacement Obligor means, with respect to an affected Material Contract or a party thereto, any Person that (i) shall (or a guarantor of such Person’s obligations) have the same or better creditworthiness as the counterparty to such Material Contract at the time of such replacement, (ii) without duplication of the requirements of clause (i) of this definition, shall be reasonably capable of performing its obligations under such Material Contract and (iii) assumes the obligation of providing or receiving the services and/or products on terms and conditions not materially less favorable (taken as a whole) to the applicable Loan Party than those that such affected party was obligated to provide or receive pursuant to the applicable Material Contract (or on such other terms as may be reasonably acceptable to the Administrative Agent; provided that, with respect to a replacement of the counterparty under any Material Wood Pellet Sales Agreement, such other terms shall also be reasonably acceptable to the Required Lenders).

Replacement Obligor means, with respect to any person party to a Replacement Project Contract, any person reasonably satisfactory to the Controlling Party (it being acknowledged that with respect to any Replacement Obligor for a counterparty to a Power Purchase Agreement, the Controlling Party may withhold its approval of any such proposed Replacement Obligor if such proposed Replacement Obligor is not a load-serving entity).

Replacement Obligor means, with respect to any Person party to a Material Project Document (other than the Partnership or Opco), any other Person satisfactory to the Collateral Agent, who, pursuant to any definitive agreement or definitive guarantee satisfactory to the Collateral Agent, assumes the obligations of such first Person or enters into a new contract on terms and conditions no less favourable to the Partnership and Opco, as the case may be, than those which such first Person being replaced is obligated to provide pursuant to the applicable Material Project Document;

Replacement Obligor means (a) with respect to any Person party to a Major Project Document in effect on the Closing Date, any Person satisfactory to Administrative Agent acting at the direction of the Required Lenders, or (b) with respect to any Person party to an Additional Project Document, any Person satisfactory to Administrative Agent acting at the direction of the Required Lenders, as the case may be, applying the approval standards set forth in Section 6.18 of the Credit Agreement as would otherwise be applied to an Additional Project Document, and in each case, having credit, or acceptable credit support, equal to or greater than that of the replaced Person (or otherwise acceptable to Administrative Agent, or Administrative Agent acting at the direction of the Required Lenders, as the case may be, in its sole discretion) on the date that the applicable Major Project Document was entered into who, pursuant to any definitive agreement, definitive guarantee or definitive backup arrangement, in each case reasonably satisfactory to Administrative Agent or Administrative Agent acting at the direction of the Required Lenders, as the case may be, assumes the obligation of providing the services and products on terms and conditions no less favorable to such applicable Borrower Party than those which such Person is obligated to provide pursuant to the applicable Major Project Document.