2.1 On or prior to execution of this Agreement:
(a) Project Co shall deliver to the Board the documents referred to in Section 1 of Part 2 of the Schedule (Completion Documents) (unless the requirement to deliver any such document is waived by the Board by written notice to Project Co); and
(b) the Board shall deliver to Project Co the documents referred to in Section 2 of Part 2 of the Schedule (Completion Documents) (unless the requirement to deliver any such document is waived by Project Co by written notice to the Board).
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2 The standard form assumes that contract signature and financial close will be simultaneous. If there are project specific reasons why a condition or event cannot be satisfied until after contract signature, the Agreement will need to be amended accordingly. In those circumstances, any conditions precedent ("CPs") should be limited as far as possible to items of real project significance that cannot be satisfied prior to signature. This approach is necessary to minimise the risk of a party terminating the Agreement for failure to satisfy a trivial or insignificant CP.
If financial close and contract signature are not simultaneous, owing to the existence of any CPs, the parties will need to agree how risks relating to interest rate fluctuations between contract signature and financial close are to be allocated. If any risks in this regard are to be borne by the Board, the Agreement must contain express provisions requiring the Board's chief executive to confirm his approval of the interest rate (and any impact on the pricing provisions). This should be a further condition to satisfaction of the CPs to ensure that any pricing adjustments are within the Board's affordability parameters.
The definition of Project Term would also require review to consider whether it will need to be amended, to commence on financial close and not the date of signature of the Agreement.