Common use of Bankruptcy; Insolvency Clause in Contracts

Bankruptcy; Insolvency. (i) Any Credit Party shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty (30) days; or (iii) there shall be commenced against any Credit Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) days from the entry thereof; or (iv) any Credit Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.

Bankruptcy; Insolvency. (i) Any Credit Loan Party shall initiate or commence any of its Subsidiaries becomes insolvent or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) any Loan Party or any of its Subsidiaries commences any case, proceeding or other action (Ax) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (By) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iiiii) there shall be commenced against any Credit Loan Party or any of its Subsidiaries any case, proceeding or other action of a nature referred to in clause (iii) above which that (Ax) results in the entry of an order for relief or any such adjudication or appointment or (By) remains undismissed, undismissed or undischarged or unbonded for a period of thirty (30) 60 days; or (iiiiv) there shall be commenced against any Credit Loan Party or any of its Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 60 days from the entry thereof; or (ivv) any Credit Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (iii), (ii), iii) or (iiiiv) above; or (vvi) any Credit Loan Party generally or any of its Subsidiaries shall not, or shall be unable to, or shall admit in writing make a general assignment for the benefit of its inability to, pay its debts as they become duecreditors.

Bankruptcy; Insolvency. (i) Any Credit Loan Party shall initiate generally fails to pay, or commence admits in writing its inability or refusal to pay, debts as they become due; (ii) any Loan Party commences any case, proceeding or other action (Ax) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (By) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iiiii) there shall be commenced against any Credit Loan Party any case, proceeding or other action of a nature referred to in clause (iii) above which that (Ax) results in the entry of an order for relief or any such adjudication or appointment or (By) remains undismissed, undismissed or undischarged or unbonded for a period of thirty (30) 60 days; or (iiiiv) there shall be commenced against any Credit Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 60 days from the entry thereof; or (ivv) any Credit Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (iii), (ii), iii) or (iiiiv) above; or (vvi) any Credit Loan Party generally shall not, or shall be unable to, or shall admit in writing make a general assignment for the benefit of its inability to, pay its debts as they become duecreditors.

Bankruptcy; Insolvency. (i) Any Credit Party (or any Subsidiary of a Credit Party) shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, debts or (B) seeking appointment of a receiver, receiver manager, liquidator, assignee, trustee, sequestrator, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party (or any Subsidiary of a Credit Party) shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party (or any Subsidiary of a Credit Party) any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty (30) days; 45 days or (iii) there shall be commenced against any Credit Party (or any Subsidiary of a Credit Party) any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 30 days from the entry thereof; or (iv) any Credit Party (or any Subsidiary of a Credit Party) shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party (or any Subsidiary of a Credit Party) generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due., or (vi) any Credit Party (or any Subsidiary of a Credit Party) has ceased to make payment of its liabilities or the value of its assets shall be less than the aggregate of its liabilities due and accruing due;

Bankruptcy; Insolvency. (i) Any Credit Party shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-winding- up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty (30) days; or (iii) there shall be commenced against any Credit Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) days from the entry thereof; or (iv) any Credit Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.

Bankruptcy; Insolvency. (i) Any Credit Party shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty sixty (3060) days; or (iii) there shall be commenced against any Credit Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (iv) any Credit Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.

Bankruptcy; Insolvency. (i) Any Credit Party The Borrower shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, receiver and manager, trustee, custodian, administrator, conservator conservator, liquidator, controller or other similar official for it or for all or any substantial part of its assets, or any Credit Party the Borrower shall make a general assignment for the benefit of its creditors; or (ii) a receiver, receiver and manager, trustee, custodian, administrator, conservator, liquidator, controller or other similar official is appointed for the Borrower or for all or any substantial part of its assets or any steps are taken with respect to such appointment; or (iii) there shall be commenced against any Credit Party the Borrower any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty sixty (3060) days; or (iiiiv) there shall be commenced against any Credit Party the Borrower any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivv) any Credit Party the Borrower shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), (iii), or (iiiiv) above; or (vvi) any Credit Party the Borrower generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.

Bankruptcy; Insolvency. (i) Any Credit Party (or any Subsidiary of any Credit Party) shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Lawfederal, provincial or state or other Applicable Law relating to bankruptcy, insolvency, reorganization or relief of debtors, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, debts or (B) seeking the appointment of a receiver, receiver- manager, liquidator, assignee, trustee, custodiansequestrator, administrator, conservator or other similar official of any Credit Party (or any Subsidiary of any Credit Party), for it or for all or any substantial part of its assets, or any Credit Party (or any Subsidiary of any Credit Party) shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty (30) days; or (iii) there shall be commenced against any Credit Party (or any Subsidiary of any Credit Party) any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty fifteen (3015) days from the entry thereof; or (iv) any Credit Party (or any Subsidiary of any Credit Party) shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party (or any Subsidiary of any Credit Party) generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due or (vi) any Credit Party (or any Subsidiary of any Credit Party) has ceased to make payment of its liabilities or the value of its assets shall be less than the aggregate of its liabilities due and accruing due.; Execution Copy – Senior Secured Gold Stream Credit Agreement

Bankruptcy; Insolvency. (i) Any Credit Party shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, receiver and manager, trustee, custodian, administrator, conservator conservator, liquidator, controller or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (ii) a receiver, receiver and manager, trustee, custodian, administrator, conservator, liquidator, controller or other similar official is appointed for any Credit Party or for all or any substantial part of its assets or any steps are taken with respect to such appointment; or (iii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty sixty (3060) days; or (iiiiv) there shall be commenced against any Credit Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivv) any Credit Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), (iii), or (iiiiv) above; or (vvi) any Credit Party generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.

Bankruptcy; Insolvency. (i) Any Credit Party (or any Subsidiary of any Credit Party) shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Lawfederal, provincial or state or other Applicable Law relating to bankruptcy, insolvency, reorganization or relief of debtors, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, including any proceeding under applicable corporate law seeking a compromise or arrangement of, or stay of proceedings to enforce, some or all of the debts of such Person, or (B) seeking the appointment of a receiver, receiver-manager, monitor, liquidator, assignee, trustee, custodiansequestrator, administrator, conservator or other similar official of any Credit Party (or any Subsidiary of any Credit Party), for it or for all or any substantial part of its assets, or any Credit Party (or any Subsidiary of any Credit Party) shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty (30) 30 days; or (iii) there shall be commenced against any Credit Party (or any Subsidiary of any Credit Party) any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 15 days from the entry thereof; or (iv) any Credit Party (or any Subsidiary of any Credit Party) shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party (or any Subsidiary of any Credit Party) generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due or (vi) any Credit Party (or any Subsidiary of any Credit Party) has ceased to make payment of its liabilities or the value of its assets shall be less than the aggregate of its liabilities due and accruing due.

Bankruptcy; Insolvency. Subject to items (i) through (iii) below, (a) Any Credit Loan Party or any of the Material Project Participants (the “Subject Persons”) shall initiate or commence any case, proceeding or other action (Ai) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged if bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (Bii) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iib) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action of a nature referred to in clause (ia) above which that (Ai) results in the entry of an order for relief or any such adjudication or appointment or (Bii) remains undismissed, undismissed or undischarged or unbonded for a period of thirty sixty (3060) days; or (iiic) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivd) any Credit Party Subject Persons shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (ia), (iib), or (iiic) above; or (ve) any Credit Party Subject Persons shall generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they 105 CREDIT AGREEMENT (SunPower HoldCo) become due; or (f) any Subject Person shall make a general assignment for the benefit of its creditors; provided, however, that such Event of Default with respect to such Subject Person (except for any Loan Party, the counterparties to the Tax Equity Documents or the Power Purchasers) shall not be deemed to have occurred if (i) such Subject Person has been replaced within sixty (60) days of the occurrence of a Default under this Section 7.5 by any other Person reasonably acceptable to the Required Lenders, (ii) the Material Project Document to which such Subject Person is a party has expired or terminated in accordance with this Agreement (except for the Power Purchase Agreements, Tax Equity Documents, the Interconnection Agreements and any Site Lease Agreement) or been replaced within sixty (60) days of the occurrence of a Default under this Section 7.5 by a replacement Material Project Document in form and substance reasonably acceptable to the Required Lenders, or (iii) the Subject Person is a Material Project Participant (other than the Power Purchasers or counterparties to the Tax Equity Documents) and the applicable event could not reasonably be expected to have a Material Adverse Effect on any Borrower Party or any applicable Project.

Bankruptcy; Insolvency. Subject to items (i) Any Credit Party through (iii) below, (a) any Loan Party, the Guarantor, any EPC Contractor or any Power Purchaser (the “Subject Persons”) shall initiate or (i) commence any case, proceeding or other action (A) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (Bii) seeking seek appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iib) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action of a nature referred to in clause (ia) above which that (Ai) results in the entry of an order for relief or any such adjudication or appointment or (Bii) remains undismissed, undismissed or undischarged or unbonded for a period of thirty sixty (3060) days; or (iiic) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivd) any Credit Party Subject Persons shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (ia), (ii), b) or (iiic) above; or (ve) any Credit Party Subject Persons shall generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (f) any Subject Person shall make a general assignment for the benefit of its creditors; provided, however, that such Event of Default with respect to such Subject Person (except for any Loan Party) shall not be deemed to have occurred if (i) such Subject Person has been replaced within ninety (90) days of the occurrence of a Default under this Section 7.5 by any other Person reasonably acceptable to the Required Lenders, (ii) the Material Project Document to which such Subject Person is a party has expired or terminated in accordance with this Agreement or has been replaced within ninety (90) days of the occurrence of a Default under this Section 7.5 by a replacement Material Project Document in form and substance reasonably acceptable to the Required Lenders, (iii) the Material Project Document has not been rejected or terminated and the Subject person party thereto is continuing to perform all material obligations under the Material Project Document, or (iv) the applicable event could not reasonably be expected to have a Material Adverse Effect on the Borrower or the Projects, taken as a whole.

Bankruptcy; Insolvency. (i) Any Credit Loan Party shall initiate becomes insolvent or commence generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) any Holder or any Loan Party commences any case, proceeding or other action (Ax) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (By) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iiiii) there shall be commenced against any Credit Holder or any Loan Party any case, proceeding or other action of a nature referred to in clause (iii) above which that (Ax) results in the entry of an order for relief or any such adjudication or appointment or (By) remains undismissed, undismissed or undischarged or unbonded for a period of thirty (30) 60 days; or (iiiiv) there shall be commenced against any Credit Holder or any Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 60 days from the entry thereof; or (ivv) any Credit Holder or any Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (iii), (ii), iii) or (iiiiv) above; or (vvi) any Credit Holder or any Loan Party generally shall not, or shall be unable to, or shall admit in writing make a general assignment for the benefit of its inability to, pay its debts as they become duecreditors.

Bankruptcy; Insolvency. (i) Any Credit Loan Party shall initiate or commence any of its Subsidiaries becomes insolvent or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) any Loan Party or any of its Subsidiaries commences any case, proceeding or other action action, or passes any resolution or takes any other step (Ax) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, examinership, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, examinership, adjustment, winding-winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (By) seeking for the appointment of a receiver, trustee, liquidator, examiner, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iiiii) there shall be commenced against or in respect of any Credit Loan Party or any of its Subsidiaries any case, proceeding or other action action, or any other step is taken of a nature referred to in clause (iii) above which and (Aaa) it results in such appointment or the entry of an order for relief or any such adjudication or appointment or (Bbb) remains undismissed, undismissed or undischarged or unbonded for a period of thirty (30) 60 days; or (iiiiv) there shall be commenced against any Credit Loan Party or any of its Subsidiaries any case, proceeding or other action seeking issuance of a warrant of or any other step is taken for attachment, execution, distraint or similar process against all or any substantial part of their its assets which and in the case of a Loan Party other than the Irish Guarantor it results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 60 days from the entry thereof; or (ivv) any Credit Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (iii), (ii), iii) or (iiiiv) above; or (vvi) any Credit Loan Party generally or any of its Subsidiaries shall not, or shall be unable to, or shall admit in writing make a general assignment for the benefit of its inability to, pay its debts as they become duecreditors.

Bankruptcy; Insolvency. (i) Any Credit Loan Party shall initiate becomes insolvent or commence generally fails to pay, or admits in writing its inability to pay, debts as they become due; (ii) any Loan Party commences any case, proceeding or other action (Ax) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (By) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iiiii) there shall be commenced against any Credit Loan Party any case, proceeding or other action of a nature referred to in clause (iii) above which that (Ax) results in the entry of an order for relief or any such adjudication or appointment or (By) remains undismissed, undismissed or undischarged or unbonded for a period of thirty (30) 60 days; or (iiiiv) there shall be commenced against any Credit Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 60 days from the entry thereof; or (ivv) any Credit Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (iii), (ii), iii) or (iiiiv) above; or (vvi) any Credit Loan Party generally shall not, or shall be unable to, or shall admit in writing make a general assignment for the benefit of its inability to, pay its debts as they become duecreditors.

Bankruptcy; Insolvency. (i) Any Credit Loan Party shall initiate or commence any of its Subsidiaries becomes insolvent or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) any Loan Party or any of its Subsidiaries commences any case, proceeding or other action (Ax) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (By) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iiiii) there shall be commenced against any Credit Loan Party or any of its Subsidiaries any case, proceeding or other action of a nature referred to in clause (iii) above which that (Ax) results in the entry of an order for relief or any such adjudication or appointment or (By) remains undismissed, undismissed or undischarged or unbonded for a period of thirty (30) 60 days; or (iiiiv) there shall be commenced against any Credit Loan Party or any of its Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) 60 days from the entry thereof; or (ivv) any Credit Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (iii), (ii), iii) or (iiiiv) above; or (vvi) any Credit Loan Party generally or any of its Subsidiaries shall not, or shall be unable to, or shall admit in writing make a general assignment for the benefit of its inability to, pay its debts as they become duecreditors.

Bankruptcy; Insolvency. (i) Any Credit Party The Borrower shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, receiver and manager, trustee, custodian, administrator, conservator conservator, liquidator, controller, monitor or other similar official for it or for all or any substantial part of its assets, or any Credit Party the Borrower shall make a general assignment for the benefit of its creditors; or (ii) a receiver, receiver and manager, trustee, custodian, administrator, conservator, liquidator, controller, monitor or other similar official is appointed for the Borrower or for all or any substantial part of its assets or any steps are taken with respect to such appointment; or (iii) there shall be commenced against any Credit Party the Borrower any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty sixty (3060) days; or (iiiiv) there shall be commenced against any Credit Party the Borrower any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivv) any Credit Party the Borrower shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), (iii), or (iiiiv) above; (vi) any corporate action, legal proceedings or other formal procedure is taken in relation to the foregoing; or (vvii) any Credit Party the Borrower generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.

Bankruptcy; Insolvency. Subject to items (i) Any Credit Party through (iii) below, (a) any Loan Party, the Guarantor, the PASS Parent, any EPC Contractor or any Power Purchaser (the “Subject Persons”) shall initiate or (i) commence any case, proceeding or other action (A) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (Bii) seeking seek appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iib) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action of a nature referred to in clause (ia) above which that (Ai) results in the entry of an order for relief or any such adjudication or appointment or (Bii) remains undismissed, undismissed or undischarged or unbonded for a period of thirty sixty (3060) days; or (iiic) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivd) any Credit Party Subject Persons shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (ia), (ii), b) or (iiic) above; or (ve) any Credit Party Subject Persons shall generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (f) any Subject Person shall make a general assignment for the benefit of its creditors; provided, however, that such Event of Default with respect to such Subject Person (except for any Loan Party) shall not be deemed to have occurred if (i) such Subject Person has been replaced within ninety (90) days of the occurrence of a Default under this Section 7.5 by any other Person reasonably acceptable to the Blackstone Representative, (ii) the Material Project Document to which such Subject Person is a party has expired or terminated in accordance with this Agreement or has been replaced within ninety (90) days of the occurrence of a Default under this Section 7.5 by a replacement Material Project Document in form and substance reasonably acceptable to the Blackstone Representative, (iii) the Material Project Document has not been rejected or terminated and the Subject person party thereto is continuing to perform all material obligations under the Material Project Document, or (iv) the applicable event could not reasonably be expected to have a Material Adverse Effect on the Borrower or the Projects, taken as a whole.

Bankruptcy; Insolvency. Subject to items (i) through (iii) below, (a) Any Credit Loan Party or any of the Material Project Participants (the “Subject Persons”) shall initiate or commence any case, proceeding or other action (Ai) under any existing or future Bankruptcy Lawlaw of any jurisdiction, domestic or otherwise foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it judged a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (Bii) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (iib) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action of a nature referred to in clause (ia) above which that (Ai) results in the entry of an order for relief or any such adjudication or appointment or (Bii) remains undismissed, undismissed or undischarged or unbonded for a period of thirty sixty (3060) days; or (iiic) there shall be commenced against any Credit Party Subject Persons any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their its assets which that results in the entry of an order for any such relief which that shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty sixty (3060) days from the entry thereof; or (ivd) any Credit Party Subject Persons shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (ia), (iib), or (iiic) above; or (ve) any Credit Party Subject Persons shall generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (f) any Subject Person shall make a general assignment for the benefit of its creditors; provided, however, that such Event of Default with respect to such Subject Person (except for any Loan Party or the Power Purchaser) shall not be deemed to have occurred if (i) such Subject Person has been replaced within sixty (60) days of the occurrence of a Default under this Section 7.5 by any other Person reasonably acceptable to the Required Lenders, (ii) the Material Project Document to which such Subject Person is a party has expired or terminated in accordance with this Agreement (except for the SCE Power Purchase Agreement, the Interconnection Agreement and the Site Lease) or been replaced within sixty (60) days of the occurrence of a Default under this Section 7.5 by a replacement Material Project Document in form and substance reasonably acceptable to the Required Lenders or (iii) the Subject Person is a Material Project Participant (other than the Power Purchaser, the EPC Contractor or the EPC Parent Guarantor) and the applicable event could not reasonably be expected to have a Material Adverse Effect on the Borrower or the Project.

Bankruptcy; Insolvency. (i) Any Credit Party shall initiate or commence any case, proceeding or other action (A) under any existing or future Bankruptcy Law, or otherwise seeking to have it judged bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, administrator, conservator or other similar official for it or for all or any substantial part of its assets, or any Credit Party shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Credit Party any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of thirty (30) days; or (iii) there shall be commenced against any Credit Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of their assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within thirty (30) days from the entry thereof; or (iv) any Credit Party shall take any action in furtherance of, or indicating its consent to, approval of, authorization of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) any Credit Party generally shall not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due.