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- Alternative Formats (Word, et al.)
- Borrowers
- Section 1. Definitions
- Section 2. Amounts and Terms of Commitments and Loans
- Section 3. Conditions to Loans
- Section 4. Company's Representations and Warranties
- Section 5. Company's Affirmative Covenants
- Section 6. Borrowers' Negative Covenants
- Section 7. Events of Default
- Section 8. Administrative Agent
- Section 9. Miscellaneous
- Table of Contents
- 1.1 Certain Defined Terms
- 1.2 Accounting Terms; Utilization of GAAP for Purposes of Calculations Under Agreement
- 1.3 Other Definitional Provisions and Rules of Construction
- 2.1 Commitments; Making of Loans; the Register; Optional Notes
- 2.2 Interest on the Loans
- 2.3 Fees
- 2.5 Use of Proceeds
- 2.6 Increased Costs; Taxes; Capital Adequacy
- 2.7 Statement of Lenders; Obligation of Lenders to Mitigate
- 2.8 Joint and Several Liability; Payment Indemnifications
- 2.9 Rights of Subrogation, Contribution, Etc
- 3.1 Conditions to Closing Date
- 4.10 Securities Activities
- 4.11 Employee Benefit Plans
- 4.12 Certain Fees
- 4.13 Environmental Protection
- 4.14 Employee Matters
- 4.15 Matters Relating to Collateral
- 4.16 Disclosure
- 4.17 Cash Management System
- 4.18 Matters Relating to Loan Parties
- 4.19 Investigation
- 4.1 Organization, Powers, Qualification, Good Standing, Business and Subsidiaries
- 4.20 Matters Relating to Bankruptcy Proceedings
- 4.21 Subordinated Indebtedness
- 4.22 Reporting to IRS
- 4.2 Authorization of Borrowing, etc
- 4.3 Financial Condition
- 4.4 No Material Adverse Change; No Restricted Payments
- 4.5 Title to Properties; Liens; Real Property; Intellectual Property
- 4.6 Litigation; Adverse Facts
- 4.7 Payment of Taxes
- 4.8 Performance of Agreements; Material Contracts
- 4.9 Governmental Regulation
- 5.10 Deposit Accounts; Repatriation of Foreign Cash
- 5.11 Further Assurances
- 5.12 Most Favored Nations Payments
- 5.1 Financial Statements and Other Reports
- 5.2 Existence, etc
- 5.3 Payment of Taxes and Claims; Tax
- 5.4 Maintenance of Properties; Insurance; Application of Net Insurance/ Condemnation Proceeds
- 5.5 Inspection Rights; Lender Meeting
- 5.6 Compliance with Laws, etc
- 5.7 Environmental Matters
- 5.8 Execution of the Personal Property Collateral Documents After the Closing Date
- 5.9 Matters Relating to Real Property Collateral
- 6.10 [Intentionally Omitted]
- 6.11 Conduct of Business
- 6.12 Amendments to Related Agreements, Debt Documentation and Organizational Documents
- 6.13 End of Fiscal Years; Fiscal Quarters
- 6.14 Amendment to Pension Plans
- 6.1 Indebtedness
- 6.2 Liens and Related Matters
- 6.3 Investments; Acquisitions
- 6.4 Contingent Obligations; Performance Guaranties
- 6.5 Restricted Payments
- 6.6 Financial Covenants
- 6.7 Restriction on Fundamental Changes; Asset Sales
- 6.8 Transactions with Shareholders and Affiliates
- 6.9 Restriction on Leases
- 7.10 Employee Benefit Plans
- 7.11 Material Adverse Effect
- 7.12 Change in Control
- 7.13 Invalidity of Intercreditor Agreement; Failure of Security; Repudiation of Obligations
- 7.14 Termination of Material Contracts
- 7.15 Default under Existing IPP International Project Guaranties
- 7.1 Failure to Make Payments When Due
- 7.2 Default in Other Agreements
- 7.3 Breach of Certain Covenants
- 7.4 Breach of Warranty
- 7.5 Other Defaults Under Loan Documents
- 7.6 Involuntary Bankruptcy; Appointment of Receiver, etc
- 7.7 Voluntary Bankruptcy; Appointment of Receiver, etc
- 7.8 Judgments and Attachments
- 7.9 Dissolution
- 8.1 Appointment
- 8.2 Powers and Duties; General Immunity
- 8.3 Independent Investigation by Lenders; No Responsibility For Appraisal of Creditworthiness
- 8.4 Right to Indemnity
- 8.5 Successor Agents
- 8.6 Collateral Documents and Intercreditor Agreement
- 8.7 Administrative Agent May File Proofs of Claim
- 9.10 Failure or Indulgence Not Waiver; Remedies Cumulative
- 9.11 Marshalling; Payments Set Aside
- 9.12 Severability
- 9.13 Obligations Several; Independent Nature of Lenders' Rights; Damage Waiver
- 9.15 Headings
- 9.16 Applicable Law
- 9.17 Construction of Agreement
- 9.18 Consent to Jurisdiction and Service of Process
- 9.19 Waiver of Jury Trial
- 9.1 Successors and Assigns; Assignments and Participations in Loans
- 9.20 Confidentiality
- 9.21 Release of Parties; Waivers
- 9.22 No Fiduciary Duty
- 9.23 Counterparts; Effectiveness
- 9.24 No Third Party Beneficiaries
- 9.25 Disbursing Agents; Non-Confirming Holders
- 9.2 Expenses
- 9.3 Indemnity
- 9.4 Set-Off
- 9.5 Ratable Sharing
- 9.6 Amendments and Waivers
- 9.7 Independence of Covenants
- 9.8 Notices; Effectiveness of Signatures
- 9.9 Survival of Representations, Warranties and Agreements
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1 | 1st Page - Filing Submission
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2 | Table of Contents
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9 | Section 1. Definitions
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" | 1.1 Certain Defined Terms
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38 | 1.2 Accounting Terms; Utilization of GAAP for Purposes of Calculations Under Agreement
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" | 1.3 Other Definitional Provisions and Rules of Construction
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" | Section 2. Amounts and Terms of Commitments and Loans
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" | 2.1 Commitments; Making of Loans; the Register; Optional Notes
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40 | 2.2 Interest on the Loans
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41 | 2.3 Fees
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44 | 2.5 Use of Proceeds
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45 | 2.6 Increased Costs; Taxes; Capital Adequacy
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48 | 2.7 Statement of Lenders; Obligation of Lenders to Mitigate
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49 | 2.8 Joint and Several Liability; Payment Indemnifications
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" | 2.9 Rights of Subrogation, Contribution, Etc
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50 | Section 3. Conditions to Loans
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" | 3.1 Conditions to Closing Date
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59 | Section 4. Company's Representations and Warranties
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" | 4.1 Organization, Powers, Qualification, Good Standing, Business and Subsidiaries
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60 | 4.2 Authorization of Borrowing, etc
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61 | 4.3 Financial Condition
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" | 4.4 No Material Adverse Change; No Restricted Payments
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62 | 4.5 Title to Properties; Liens; Real Property; Intellectual Property
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" | 4.6 Litigation; Adverse Facts
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63 | 4.7 Payment of Taxes
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" | 4.8 Performance of Agreements; Material Contracts
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" | 4.9 Governmental Regulation
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64 | 4.10 Securities Activities
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" | 4.11 Employee Benefit Plans
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65 | 4.12 Certain Fees
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" | 4.13 Environmental Protection
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66 | 4.14 Employee Matters
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" | 4.15 Matters Relating to Collateral
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67 | 4.16 Disclosure
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68 | 4.17 Cash Management System
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" | 4.18 Matters Relating to Loan Parties
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69 | 4.19 Investigation
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" | 4.20 Matters Relating to Bankruptcy Proceedings
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" | 4.21 Subordinated Indebtedness
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" | 4.22 Reporting to IRS
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70 | Section 5. Company's Affirmative Covenants
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" | 5.1 Financial Statements and Other Reports
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75 | 5.2 Existence, etc
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" | 5.3 Payment of Taxes and Claims; Tax
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76 | 5.4 Maintenance of Properties; Insurance; Application of Net Insurance/ Condemnation Proceeds
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78 | 5.5 Inspection Rights; Lender Meeting
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" | 5.6 Compliance with Laws, etc
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" | 5.7 Environmental Matters
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80 | 5.8 Execution of the Personal Property Collateral Documents After the Closing Date
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81 | 5.9 Matters Relating to Real Property Collateral
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" | 5.10 Deposit Accounts; Repatriation of Foreign Cash
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82 | 5.11 Further Assurances
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83 | 5.12 Most Favored Nations Payments
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84 | Section 6. Borrowers' Negative Covenants
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" | 6.1 Indebtedness
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86 | 6.2 Liens and Related Matters
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88 | 6.3 Investments; Acquisitions
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89 | 6.4 Contingent Obligations; Performance Guaranties
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90 | 6.5 Restricted Payments
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91 | 6.6 Financial Covenants
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92 | 6.7 Restriction on Fundamental Changes; Asset Sales
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94 | 6.8 Transactions with Shareholders and Affiliates
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" | 6.9 Restriction on Leases
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95 | 6.10 [Intentionally Omitted]
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" | 6.11 Conduct of Business
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" | 6.12 Amendments to Related Agreements, Debt Documentation and Organizational Documents
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96 | 6.13 End of Fiscal Years; Fiscal Quarters
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" | 6.14 Amendment to Pension Plans
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" | Section 7. Events of Default
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" | 7.1 Failure to Make Payments When Due
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97 | 7.2 Default in Other Agreements
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" | 7.3 Breach of Certain Covenants
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" | 7.4 Breach of Warranty
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98 | 7.5 Other Defaults Under Loan Documents
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" | 7.6 Involuntary Bankruptcy; Appointment of Receiver, etc
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" | 7.7 Voluntary Bankruptcy; Appointment of Receiver, etc
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99 | 7.8 Judgments and Attachments
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" | 7.9 Dissolution
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" | 7.10 Employee Benefit Plans
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" | 7.11 Material Adverse Effect
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100 | 7.12 Change in Control
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" | 7.13 Invalidity of Intercreditor Agreement; Failure of Security; Repudiation of Obligations
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" | 7.14 Termination of Material Contracts
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" | 7.15 Default under Existing IPP International Project Guaranties
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101 | Section 8. Administrative Agent
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" | 8.1 Appointment
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" | 8.2 Powers and Duties; General Immunity
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103 | 8.3 Independent Investigation by Lenders; No Responsibility For Appraisal of Creditworthiness
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" | 8.4 Right to Indemnity
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104 | 8.5 Successor Agents
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" | 8.6 Collateral Documents and Intercreditor Agreement
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105 | 8.7 Administrative Agent May File Proofs of Claim
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" | Section 9. Miscellaneous
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" | 9.1 Successors and Assigns; Assignments and Participations in Loans
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109 | 9.2 Expenses
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" | 9.3 Indemnity
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110 | 9.4 Set-Off
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111 | 9.5 Ratable Sharing
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112 | 9.6 Amendments and Waivers
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113 | 9.7 Independence of Covenants
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" | 9.8 Notices; Effectiveness of Signatures
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114 | 9.9 Survival of Representations, Warranties and Agreements
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" | 9.10 Failure or Indulgence Not Waiver; Remedies Cumulative
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" | 9.11 Marshalling; Payments Set Aside
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115 | 9.12 Severability
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" | 9.13 Obligations Several; Independent Nature of Lenders' Rights; Damage Waiver
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116 | 9.15 Headings
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" | 9.16 Applicable Law
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" | 9.17 Construction of Agreement
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" | 9.18 Consent to Jurisdiction and Service of Process
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117 | 9.19 Waiver of Jury Trial
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118 | 9.20 Confidentiality
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" | 9.21 Release of Parties; Waivers
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119 | 9.22 No Fiduciary Duty
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" | 9.23 Counterparts; Effectiveness
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120 | 9.24 No Third Party Beneficiaries
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" | 9.25 Disbursing Agents; Non-Confirming Holders
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127 | Borrowers
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