Newsletter-21

102 NEWSLETTER 2016 bles is, in principle, perfected without obtaining consent of the debtor. However, serving notification to the debtor, as well as the receipt of an acknowledgement from the debtor would, in practice, serve as evi- dence and prevent any good faith claims of the debtors. Where a pro- ject company assigns/transfers its receivables (such as lease payments of the Administration to the project company) from the Administration under the project agreement to the lenders as security for the obliga- tions of the project company under the financing, the consent of the Administration may be obtained under the FDAs. Notification Requirement In the event of occurrence of default by the project company, the lenders would require to be notified by the Administration for infor- mational purposes before the Administration terminates the project agreement. The details of such notification would be included by the parties under the FDAs. Step in Rights If the lenders would like to have the opportunity to step in upon default of the project company, then lenders would request to insert step in provisions into the FDAs. If the parties would agree granting step in right to the lenders, the lenders would appoint a representa- tive upon occurrence of the default of the project company. In such a case, the appointed representative would jointly undertake, together with the project company, all of the rights and obligations under the project documents, and the Administration would be in contact with the appointed representative instead of the project company. The terms regarding the termination of the project agreement during the term of the step in, and the scope of the liability of the lenders for stepping in, and step out rights would also be agreed upon under the FDAs. In addition to the above, upon occurrence of certain events ( i.e., acceleration of the loan or continuance of the default of the project company during the term of the step in period) the lenders would pro- pose to transfer the rights and the obligations of the project company or the shares of the project company to the proposed new investor. The Administration would decide whether or not the proposed new