2.4.2  Failure to satisfy Conditions Precedent

The PV Standard Project Deeds provide that, in the event that the Conditions Precedent are not satisfied (or waived) by the Condition Precedent Deadline, the State may terminate the Project Deed (and each State Project Document will also be terminated). Neither the State nor Project Co will have any Claim against the other party in respect of the termination, but this does not limit any rights the parties may have for breach of the Project Deed that occurs prior to the termination.

The PV Standard Project Deeds do not require the Successful Respondent to provide security between Contract Close and Financial Close given that the period between the two dates is typically very short. However, where this is not the case, for example where Approvals are a Condition Precedent and may take a number of months to obtain, the State may require the benefit of an 'on demand' indemnity from the main sponsor(s) for the Project or a Performance Bond to cover the State's costs of having to retender the Project or take other action as a consequence of Project Co failing to satisfy the Conditions Precedents which it is obliged to meet. The party providing the indemnity needs to have sufficient assets to support the potential Liability and will therefore typically be a sponsor of the Project. Alternatively, where this is not possible, a Performance Bond for the satisfaction of the Conditions Precedent that Project Co is required to meet can be provided.