IN CONNECTION WITH, THE EQUATOR
PRINCIPLES.
(N)
THIRD PARTY APPROVALS. THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED
REASONABLY SATISFACTORY DOCUMENTATION OF ANY APPROVAL BY ANY PERSON REQUIRED IN
CONNECTION WITH ANY TRANSACTION CONTEMPLATED BY THIS AGREEMENT OR ANY OTHER
FINANCING DOCUMENT THAT THE ADMINISTRATIVE AGENT HAS REASONABLY REQUESTED IN
CONNECTION HEREWITH.
(O)
FEES; EXPENSES. THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED FOR ITS OWN
ACCOUNT, OR FOR THE ACCOUNT OF EACH SENIOR SECURED PARTY ENTITLED THERETO, ALL
FEES DUE AND PAYABLE ON THE CLOSING DATE PURSUANT TO SECTION 3.13 (FEES), AND
ALL COSTS AND EXPENSES (INCLUDING COSTS, FEES AND EXPENSES OF LEGAL COUNSEL AND
CONSULTANTS) FOR WHICH INVOICES HAVE BEEN PRESENTED.
(P)
ESTABLISHMENT OF PROJECT ACCOUNTS. EACH OF THE PROJECT ACCOUNTS SHALL HAVE
BEEN ESTABLISHED TO THE REASONABLE SATISFACTION OF THE ADMINISTRATIVE AGENT.
50
(Q)
INSURANCE. THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED:
(I)
SATISFACTORY EVIDENCE THAT THE INSURANCE REQUIREMENTS
SET FORTH ON SCHEDULE 7.01(H) WITH RESPECT TO THE BORROWER AND THE PROJECT HAVE
BEEN SATISFIED, INCLUDING BINDERS OR CERTIFICATES EVIDENCING THE COMMITMENT OF
INSURERS TO PROVIDE EACH INSURANCE POLICY REQUIRED BY SCHEDULE 7.01(H), EVIDENCE
OF THE PAYMENT OF ALL PREMIUMS THEN DUE AND OWING IN RESPECT OF SUCH INSURANCE
POLICIES AND A CERTIFICATE OF THE INSURANCE CONSULTANT AND THE BORROWER'S
INSURANCE BROKER (OR INSURANCE CARRIER) CERTIFYING THAT ALL SUCH INSURANCE
POLICIES ARE IN FULL FORCE AND EFFECT; AND
(II)
A REPORT OF THE INSURANCE CONSULTANT IN FORM AND
SUBSTANCE REASONABLY SATISFACTORY TO THE ADMINISTRATIVE AGENT DISCUSSING, AMONG
OTHER MATTERS THAT THE ADMINISTRATIVE AGENT MAY REQUIRE, THE ADEQUACY OF THE
INSURANCE COVERAGE FOR THE PROJECT, TOGETHER WITH A DULY EXECUTED CERTIFICATE OF
THE INSURANCE CONSULTANT IN THE FORM OF EXHIBIT I, APPROPRIATELY COMPLETED TO
THE SATISFACTION OF THE ADMINISTRATIVE AGENT.
(R)
INDEPENDENT ENGINEER'S REPORT. THE ADMINISTRATIVE AGENT SHALL HAVE
RECEIVED A REPORT OF THE INDEPENDENT ENGINEER WITH RESPECT TO THE PROJECT,
ACCOMPANIED BY A DULY EXECUTED CERTIFICATE OF THE INDEPENDENT ENGINEER IN THE
FORM OF EXHIBIT J-1, EACH IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO EACH
LENDER:
(I)
DISCUSSING THE TECHNICAL AND ECONOMIC VIABILITY OF
THE PROJECT (INCLUDING THE PROJECT'S CAPABILITY TO CONFORM WITH ALL AIR PERMIT
LIMITS) AND THE TECHNICAL INPUTS USED IN THE FINANCIAL MODEL;
(II)
DISCUSSING THE REASONABLENESS OF THE CONSTRUCTION
BUDGET AND THE OPERATING BUDGET FOR THE EXISTING PLANTS AND THE FEASIBILITY OF
THE BORROWER'S APPROACH TO CONSTRUCTION AND START-UP OF THE ABERDEEN II PLANT;
(III)
DISCUSSING THE APPROPRIATENESS OF THE VARIOUS PERFORMANCE
TESTS AND COMPLETION UNDERTAKINGS;
(IV)
DISCUSSING OPERATING PERFORMANCE AND COSTS ASSUMPTIONS;
(V)
CONFIRMING THAT THE ENVIRONMENTAL SITE ASSESSMENT REPORTS
COMPLY WITH THE REQUIREMENTS OF THIS AGREEMENT AND THAT NO FURTHER ENVIRONMENTAL
SITE ASSESSMENT REPORTS ARE REQUIRED;
51
(VI)
CONFIRMING THAT THE BORROWER IS IN COMPLIANCE IN ALL
MATERIAL RESPECTS WITH ALL ENVIRONMENTAL LAWS AND ALL ENVIRONMENTAL APPROVALS
APPLICABLE TO THE PROJECT AND DOES NOT HAVE ANY KNOWN PRESENT OR CONTINGENT
LIABILITY RELATING TO ANY ENVIRONMENTAL APPROVAL, ENVIRONMENTAL CLAIM OR
ENVIRONMENTAL LAW REGARDING THE PROJECT; AND
(VII)
CONFIRMING THAT ALL ENVIRONMENTAL APPROVALS NECESSARY TO
CONSTRUCT