Common use of Assignment/Change in Corporate Identity Clause in Contracts

Assignment/Change in Corporate Identity. Neither Party shall assign this Agreement, its rights or obligations hereunder without the prior written consent of the other Party, which consent may not be unreasonably withheld; provided, however, either Party may, without the consent of the other Party (and without relieving itself from liability hereunder), (a) transfer, sell, pledge, encumber or assign this Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements, (b) transfer or assign this Agreement to an affiliate of such Party if: (i) such affiliates creditworthiness is equal to or higher than that of such Party; or in the case of the Seller, where such affiliate’s creditworthiness is not equal to or higher than that of such Party, such affiliate provides the Performance Assurance required pursuant to this Agreement, and (ii) affiliate meets bidder eligibility requirements as defined in the most current RFP; (c) transfer or assign this Agreement to any person or entity succeeding to all or substantially all of the assets whose: (i) creditworthiness is equal to or higher than that of such Party; or (ii) in the case of the Seller, where such entity’s creditworthiness is not equal to or higher than that of such Party, such entity provides the Performance Assurance required pursuant to this Agreement; (d) provided, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and so long as the transferring Party delivers such tax and enforceability assurance as the non- transferring Party may reasonably request.

Assignment/Change in Corporate Identity. Neither Party shall assign this Agreement, its rights or obligations hereunder without the prior written consent of the other Party, which consent may not be unreasonably withheld; provided, however, either Party may, without the consent of the other Party (and without relieving itself from liability hereunder), (a) transfer, sell, pledge, encumber or assign this Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements, (b) after written notice, transfer or assign this Agreement to an affiliate Affiliate of such Party if: if (i) such affiliates Affiliate’s creditworthiness is equal to or higher greater than that of such Party; or (ii) in the case of the Seller, where such affiliateAffiliate’s creditworthiness is not equal to or higher than that of such Party, such affiliate Affiliate provides the Performance Assurance required pursuant to this AgreementAgreement and the other Party consents, and (ii) affiliate meets bidder eligibility requirements as defined in the most current RFP;which consent shall not be unreasonably withheld (c) after written notice, transfer or assign this Agreement to any person or entity succeeding to all or substantially all of the assets whose: whose (i) creditworthiness is equal to or higher than that of such Party; , or (ii) in the case of the Seller, where such entity’s creditworthiness is not equal to or higher than that of such Party, such entity provides the Performance Assurance required pursuant to this Agreement; (d) providedAgreement and the other Party consents, howeverwhich consent shall not be unreasonably withheld, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and so long as the transferring Party delivers such tax and enforceability assurance as the non- transferring Party may reasonably request.and

Assignment/Change in Corporate Identity. Neither Party shall assign this Agreement, its rights or obligations hereunder without the prior written consent of the other Party, which consent may not be unreasonably withheld; provided, however, either Party may, without the consent of the other Party (and without relieving itself from liability hereunder), (a) transfer, sell, pledge, encumber or assign this Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements, (b) transfer or assign this Agreement to an affiliate of such Party if: (i) such affiliates creditworthiness is equal to or higher than that of such Party; or in the case of the Seller, where such affiliate’s creditworthiness is not equal to or higher than that of such Party, such affiliate provides the Performance Assurance required pursuant to this Agreement, and (ii) affiliate meets bidder eligibility requirements as defined in the most current RFP; (c) transfer or assign this Agreement to any person or entity succeeding to all or substantially all of the assets whose: (i) creditworthiness is equal to or higher than that of such Party; or (ii) in the case of the Seller, where such entity’s creditworthiness is not equal to or higher than that of such Party, such entity provides the Performance Assurance required pursuant to this Agreement; (d) provided, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and so long as the transferring Party delivers such tax and enforceability assurance as the non- transferring Party may reasonably request.

Assignment/Change in Corporate Identity. Neither Party shall assign this Agreement, its rights or obligations hereunder without the prior written consent of the other Party, which consent may not be unreasonably withheld; provided, however, either Party may, without the consent of the other Party (and without relieving itself from liability hereunder), (a) transfer, sell, pledge, encumber or assign this Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements,; (b) transfer or assign this Agreement to an affiliate of such Party if: (i) such affiliates creditworthiness is equal to or higher than that of such Party; or (ii) in such event, the case of the Seller, where such affiliate’s creditworthiness is not equal to or higher than that of such Party, such affiliate provides the Performance Assurance required Transferee should assume all obligations pursuant to this Agreement and shall provide appropriate performance assurances as required by this Agreement, and (ii) affiliate meets bidder eligibility requirements as defined in the most current RFP; (c) transfer or assign this Agreement to any person or entity succeeding to all or substantially all of the assets whose: (i) creditworthiness is equal to or higher than that of such Party; or (ii) in such event, the case of the Seller, where such entity’s creditworthiness is not equal to or higher than that of such Party, such entity provides the Performance Assurance required Transfereetransferee should assume all obligations pursuant to this AgreementAgreement and shall provide appropriate Performance Assurances as required by this Agreement; ; and shall provide appropriate performance assurances as required by this Agreement; and (ddc) provided, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and so long as the transferring Party delivers such tax and enforceability assurance as the non- transferring Party may reasonably request.