Common use of Assignment Early Termination Clause in Contracts

Assignment Early Termination. (a) The Assignment Period shall terminate early upon the occurrence of any of the following: (1) delivery of a written notice of termination by either Anaheim or SCPPA to each of the other Parties hereto; (2) delivery of a written notice of termination by PPA Sellers to Anaheim, SCPPA, and X. Xxxx following any failure to pay when due any amounts owed to PPA Sellers pursuant to the Delivered Product Payment Obligation, and such failure continues for ten (10) Business Days (as defined in the PPA) following receipt by such Parties of written notice thereof; (3) delivery of a written notice by PPA Sellers or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to SCPPA or X. Xxxx as though SCPPA or X. Xxxx were a party to the PPA; or (4) delivery of a written notice by SCPPA or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to a PPA Seller. (b) The Assignment Period will end at the end of the last delivery hour on the date specified in the termination notice provided pursuant to Section 2(a), which date shall not be earlier than the end of the last day of the calendar month in which such notice is delivered if termination is pursuant to clause 2(a)(1) or 2(a)(2) above. All Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the Assignment Period, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period. (c) The Assignment Period will automatically terminate upon (i) the early termination of the PPA or (ii) the termination of the SCPPA Assignment Agreement, and, in each case, all Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the PPA or the SCPPA Assignment Agreement, as applicable, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period.

Assignment Early Termination. (a) The Assignment Period shall terminate early upon the occurrence of any of the following: (1) delivery of a written notice Notice of termination by either Anaheim X. Xxxx or SCPPA to each of the other Parties hereto; (2) delivery of a written notice Notice of termination by PPA Sellers Seller to Anaheim, SCPPA, and X. Xxxx and SCPPA following any failure to pay when due any amounts owed to PPA Sellers Seller pursuant to the Delivered Product Payment Obligation, and such failure continues for ten five (105) Business Days (as defined in the PPA) following receipt by such Parties of written notice Notice thereof; (3) delivery of a written notice Notice by PPA Sellers Seller or Anaheim SCPPA to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 [ ] (bankruptcy) of the PPA occurs with respect to SCPPA or X. Xxxx as though SCPPA or X. Xxxx were a party to the PPA; or (4) delivery of a written notice Notice by X. Xxxx or SCPPA or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 [ ](bankruptcy) of the PPA occurs with respect to a PPA Seller. (b) The Assignment Period will end at the end of the last delivery hour on the date specified in the termination notice Notice provided pursuant to Section 2(a), which date shall not be earlier than the end of the last day of the calendar month in which such notice Notice is delivered if termination is pursuant to clause 2(a)(12.(a)(1) or 2(a)(22.(a)(2) above. All Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the Assignment Period, provided that (i) SCPPA and its assigns X. Xxxx shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign X. Xxxx prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period. (c) The Assignment Period will automatically terminate upon (i) the early termination of the PPA or (ii) the termination of the SCPPA Anaheim Assignment Agreement, and, in each case, all Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the PPA or the SCPPA Assignment Agreement, as applicable, provided that (i) SCPPA and its assigns X. Xxxx shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign by PPA Seller prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period.

Assignment Early Termination. (a) The Each of the Parties agrees that it shall only exercise its right to deliver a written notice of termination of an Assignment Period shall terminate early upon the occurrence of any of under an Assignment Agreement consistent with the following: (1a) delivery of Any Party may deliver a written notice of termination under an Assignment Agreement in the event of (i) the suspension of performance under or expiration or termination of the relevant PPA by either Anaheim or the applicable PPA Seller; (ii) the termination or suspension of deliveries for any reason other than force majeure under (A) that certain Clean Energy Purchase Contract (the “Clean Energy Purchase Contract”), dated as of [ ], 2024 by and between SCPPA and Anaheim (including, for the avoidance of doubt, due to each a “Remarketing Election” by Anaheim under the Clean Energy Purchase Contract), (B) that certain Electricity Purchase, Sale and Service Agreement, dated as of [ ], 2024 by and between X. Xxxx and Xxxx Energy Prepay 23 LLC (the other Parties hereto“Electricity Sale and Service Agreement”) or (C) that certain Master Power Supply Agreement, dated as of [ ], 2024, by and between SCPPA and Xxxx Energy Prepay 23 LLC; (2iii) delivery the California Renewable Portfolio Standard Portfolio Content Category designation of the renewable energy assigned under the Assignment Agreements is altered, reclassified, or invalidated as a written direct or indirect result of the transaction contemplated by the Assignment Agreements or the Clean Energy Purchase Contract; or (iv) in the event that the relevant Assignment Agreement is subject to termination due to the bankruptcy or insolvency of the PPA Seller, however defined therein; (b) SCPPA shall deliver a notice of termination contemporaneous with any assignment by PPA Sellers SCPPA of its interest in the Clean Energy Purchase Contract, provided that Anaheim in any event shall be entitled to Anaheim, SCPPA, and X. Xxxx following any failure to pay when due any amounts owed to PPA Sellers pursuant deliver a notice of termination to the Delivered Product Payment Obligation, extent SCPPA fails to do so in connection with the assignment of SCPPA’s interest under the Clean Energy Purchase Contract; and (c) Either Party may deliver a notice of termination of an Assignment Agreement to the extent that the Parties have mutually agreed upon an assignment of Replacement Assigned Rights and such failure continues for ten (10) Business Days Obligations (as defined in the PPAClean Energy Purchase Contract) following receipt by such Parties of written notice thereof; (3) delivery of a written notice by PPA Sellers or Anaheim to each of that will replace the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to SCPPA or X. Xxxx as though SCPPA or X. Xxxx were a party to the PPA; or (4) delivery of a written notice by SCPPA or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to a PPA Seller. (b) The Assignment Period will end at the end of the last delivery hour on the date specified in the termination notice provided pursuant to Section 2(a), which date shall not be earlier than the end of the last day of the calendar month in which such notice is delivered if termination is pursuant to clause 2(a)(1) or 2(a)(2) above. All Assigned Rights and Obligations under such Assignment Agreement immediately following the termination thereof; provided that such notice is conditioned on the execution and delivery of such Assignment Agreement. For the avoidance of doubt, each of the Parties agrees that it shall not terminate an Assignment Agreement pursuant to the at will termination provision thereof except in the circumstances set forth immediately revert above. The at will termination provision referenced in the immediately preceding sentence (x) is set forth in [Section 2(a)(1) of the form of Purchaser Assignment Agreement attached to Anaheim, without further action the Clean Energy Purchase Contract] and (y) shall refer to any such provision set forth in an Assignment Agreement entered into by the Parties, upon Parties consistent with the early termination terms of the Assignment Period, provided that (i) SCPPA Clean Energy Purchase Contract and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, Electricity Sale and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment PeriodService Agreement. (c) The Assignment Period will automatically terminate upon (i) the early termination of the PPA or (ii) the termination of the SCPPA Assignment Agreement, and, in each case, all Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the PPA or the SCPPA Assignment Agreement, as applicable, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period.

Assignment Early Termination. (a) The Assignment Period shall terminate early upon the occurrence of any of the following: (1) delivery of a written notice Notice of termination by either Anaheim or SCPPA to each of the other Parties hereto; (2) delivery of a written notice Notice of termination by PPA Sellers Seller to Anaheim, SCPPA, and X. Xxxx following any failure to pay when due any amounts owed to PPA Sellers Seller pursuant to the Delivered Product Payment Obligation, and such failure continues for ten five (105) Business Days (as defined in the PPA) following receipt by such Parties of written notice Notice thereof; (3) delivery of a written notice Notice by PPA Sellers Seller or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(viSection 6.01(a)(iv) of Section 18.1 (bankruptcy) of the PPA occurs with respect to SCPPA or X. Xxxx as though SCPPA or X. Xxxx were a party to the PPA; or (4) delivery of a written notice Notice by SCPPA or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(viSection 6.01(a)(iv) of Section 18.1 (bankruptcy) of the PPA occurs with respect to a PPA Seller. (b) The Assignment Period will end at the end of the last delivery hour on the date specified in the termination notice Notice provided pursuant to Section 2(a), which date shall not be earlier than the end of the last day of the calendar month in which such notice Notice is delivered if termination is pursuant to clause 2(a)(12.(a)(1) or 2(a)(22.(a)(2) above. All Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the Assignment Period, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period. (c) The Assignment Period will automatically terminate upon (i) the early termination of the PPA or (ii) the termination of the SCPPA Assignment Agreement, and, in each case, all Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the PPA or the SCPPA Assignment Agreement, as applicable, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign by PPA Seller prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period.

Assignment Early Termination. (a) The Each of the Parties agrees that it shall only exercise its right to deliver a written notice of termination of an Assignment Period shall terminate early upon the occurrence of any of under an Assignment Agreement consistent with the following: (1a) delivery of Either Party may deliver a written notice of termination by either Anaheim or SCPPA to each of the other Parties hereto; (2) delivery of a written notice of termination by PPA Sellers to Anaheim, SCPPA, and X. Xxxx following any failure to pay when due any amounts owed to PPA Sellers pursuant to the Delivered Product Payment Obligation, and such failure continues for ten (10) Business Days (as defined in the PPA) following receipt by such Parties event of written notice thereof; (3) delivery of a written notice by PPA Sellers or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to SCPPA or X. Xxxx as though SCPPA or X. Xxxx were a party to the PPA; or (4) delivery of a written notice by SCPPA or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to a PPA Seller. (b) The Assignment Period will end at the end of the last delivery hour on the date specified in the termination notice provided pursuant to Section 2(a), which date shall not be earlier than the end of the last day of the calendar month in which such notice is delivered if termination is pursuant to clause 2(a)(1) or 2(a)(2) above. All Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the Assignment Period, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period. (c) The Assignment Period will automatically terminate upon (i) the early suspension, expiration, or termination of performance of a PPA by either MCE or the applicable PPA Seller; or (ii) the termination or suspension of deliveries for any reason other than force majeure under (A) that certain Clean Energy Purchase Contract (the “Clean Energy Purchase Contract”), dated as of [ ], 2023 by and between MCE and California Community Choice Financing Authority (including, for the avoidance of doubt, due to a “Remarketing Election” by MCE under the Clean Energy Purchase Contract) or (B) that certain Electricity Purchase, Sale and Service Agreement, dated as of [ ], 2023 by and between X. Xxxx and Xxxx Energy Prepay [ ] LLC (the “Electricity Sale and Service Agreement”); (b) MCE shall deliver a notice of termination contemporaneous with any assignment by MCE of its interest in the Clean Energy Purchase Contract, provided that X. Xxxx in any event shall be entitled to deliver a notice of termination to the extent MCE fails to do so in connection with the assignment of MCE’s interest under the Clean Energy Purchase Contract; (c) X. Xxxx may deliver a notice of termination if (i) PPA Seller delivers less than the Assigned Prepay Quantity for any five months in the aggregate during a twelve month period, (ii) any event or circumstance occurs that would give either MCE or a PPA Seller the right to terminate or suspend performance under a PPA (regardless of whether MCE or the applicable PPA Seller exercises such right) or (iii) MCE requests remarketing of the SCPPA Assignment Agreement, and, in each case, all Assigned Quantities under an Assigned PPA pursuant to the terms Section 7.3(c) of the Clean Energy Purchase Contract; (d) either Party may deliver a notice of termination to the extent that the Parties have mutually agreed upon an assignment of Replacement Assigned Rights and Obligations shall (as defined in the Clean Energy Purchase Contract) that will replace the Assigned Rights and Obligations under the applicable Assignment Agreement immediately revert following the termination thereof; and (e) either Party may deliver a notice of termination under the applicable Assignment Agreement to Anaheim, without further action by the Parties, upon the early termination of the PPA or the SCPPA Assignment Agreement, as applicable, provided that extent that: (i) SCPPA any of the representations and its assigns shall remain responsible for warranties set forth in Sections 5.4 of the Delivered Product Payment Obligation Electricity Sale and Service Agreement and the Clean Energy Purchase Contract, respectively, ceases to be true with respect to any an Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and PPA; (ii) the Assigned Energy being delivered pursuant to an Assignment Agreement ceases to be EPS Compliant Energy; or (iii) any legal restrictions on Assigned Product that constituted PCC1 Product or Long-Term PCC1 Product while being delivered directly to MCE under an Assigned PPA ceases to qualify as PCC1 Product or Long-Term PCC1 Product when being redelivered through the effectiveness Electricity Sale and Service Agreement, Master Power Supply Agreement and Clean Energy Purchase Contract. For the avoidance of such reversion doubt, each of the Parties agrees that it shall not terminate an Assignment Agreement pursuant to the at will termination provision thereof except in the circumstances set forth immediately above. The at will termination provision referenced in the immediately preceding sentence (whether arising under bankruptcy law or otherwisex) is set forth in Section 2(a)(1) of the form of Assignment Agreement attached to the Clean Energy Purchase Contract (y) shall not affect refer to any such provision forth in an Assignment Agreement entered into by the expiration or early termination Parties consistent with the terms of the Assignment PeriodClean Energy Purchase Contract and the Electricity Sale and Service Agreement.

Assignment Early Termination. (a) The Each of X. Xxxx and CCCE agrees that it shall only exercise its right to deliver a written notice of termination of an Assignment Period shall terminate early upon the occurrence of any of under an Assignment Agreement consistent with the following: (1a) delivery of Xxxxxx X. Aron or CCCE may deliver a written notice of termination by either Anaheim or SCPPA to each of the other Parties hereto; (2) delivery of a written notice of termination by PPA Sellers to Anaheim, SCPPA, and X. Xxxx following any failure to pay when due any amounts owed to PPA Sellers pursuant to the Delivered Product Payment Obligation, and such failure continues for ten (10) Business Days (as defined in the PPA) following receipt by such Parties event of written notice thereof; (3) delivery of a written notice by PPA Sellers or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to SCPPA or X. Xxxx as though SCPPA or X. Xxxx were a party to the PPA; or (4) delivery of a written notice by SCPPA or Anaheim to each of the other Parties to this Assignment Agreement and X. Xxxx if any of the events described in clauses (iv)-(vi) of Section 18.1 (bankruptcy) of the PPA occurs with respect to a PPA Seller. (b) The Assignment Period will end at the end of the last delivery hour on the date specified in the termination notice provided pursuant to Section 2(a), which date shall not be earlier than the end of the last day of the calendar month in which such notice is delivered if termination is pursuant to clause 2(a)(1) or 2(a)(2) above. All Assigned Rights and Obligations shall immediately revert to Anaheim, without further action by the Parties, upon the early termination of the Assignment Period, provided that (i) SCPPA and its assigns shall remain responsible for the Delivered Product Payment Obligation with respect to any Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and (ii) any legal restrictions on the effectiveness of such reversion (whether arising under bankruptcy law or otherwise) shall not affect the expiration or early termination of the Assignment Period. (c) The Assignment Period will automatically terminate upon (i) the early suspension, expiration, or termination of performance of a PPA by either CCCE or the applicable PPA Seller; or (ii) the termination or suspension of deliveries for any reason other than force majeure under (A) that certain Clean Energy Purchase Contract (the “Clean Energy Purchase Contract”), dated as of [ ], 2023 by and between CCCE and California Community Choice Financing Authority (including, for the avoidance of doubt, due to a “Remarketing Election” by CCCE under Section 3.5 of the SCPPA Assignment Clean Energy Purchase Contract) or (B) that certain Electricity Purchase, Sale and Service Agreement, anddated as of [ ], 2023 by and between X. Xxxx and Xxxx Energy Prepay 22 LLC (the “Electricity Sale and Service Agreement”); (b) CCCE shall deliver a notice of termination contemporaneous with any assignment by CCCE of its interest in each casethe Clean Energy Purchase Contract, all provided that X. Xxxx in any event shall be entitled to deliver a notice of termination to the extent CCCE fails to do so in connection with the assignment of CCCE’s interest under the Clean Energy Purchase Contract; (c) X. Xxxx may deliver a notice of termination if (i) PPA Seller delivers less than the Assigned Prepay Quantity for any four months in the aggregate during a twelve month period, (ii) any event or circumstance occurs that would give either CCCE or a PPA Seller the right to terminate or suspend performance under a PPA (regardless of whether CCCE or the applicable PPA Seller exercises such right) or (iii) CCCE requests remarketing of the Assigned Quantities under an Assigned PPA pursuant to the terms of [Section 7.3(c)] of the Clean Energy Purchase Contract; (d) either X. Xxxx or CCCE may deliver a notice of termination to the extent that the Parties have mutually agreed upon an assignment of Replacement Assigned Rights and Obligations shall (as defined in the Clean Energy Purchase Contract) that will replace the Assigned Rights and Obligations under the applicable Assignment Agreement immediately revert following the termination thereof; and (e) either X. Xxxx or CCCE may deliver a notice of termination under the applicable Assignment Agreement to Anaheim, without further action by the Parties, upon the early termination of the PPA or the SCPPA Assignment Agreement, as applicable, provided that extent that: (i) SCPPA any of the representations and its assigns shall remain responsible for warranties set forth in Sections 5.4 of the Delivered Product Payment Obligation Electricity Sale and Service Agreement and the Clean Energy Purchase Contract, respectively, ceases to be true with respect to any an Assigned Products delivered to or for the account of SCPPA or its assign prior to the end of the Assignment Period, and PPA; (ii) the Assigned Energy being delivered pursuant to an Assignment Agreement ceases to be EPS Compliant Energy; or (iii) any legal restrictions on Assigned Product that constituted PCC1 Product or Long-Term PCC1 Product while being delivered directly to CCCE under an Assigned PPA ceases to qualify as PCC1 Product or Long-Term PCC1 Product when being redelivered through the effectiveness Electricity Sale and Service Agreement, Master Power Supply Agreement and Clean Energy Purchase Contract. For the avoidance of such reversion doubt, each of the Parties agrees that it shall not terminate an Assignment Agreement pursuant to the at will termination provision thereof except in the circumstances set forth immediately above. The at will termination provision referenced in the immediately preceding sentence (whether arising under bankruptcy law or otherwisex) is set forth in [Section 2(a)(1)] of the form of Assignment Agreement attached to the Clean Energy Purchase Contract and (y) shall not affect refer to any such provision forth in an Assignment Agreement entered into by the expiration or early termination Parties consistent with the terms of the Assignment PeriodClean Energy Purchase Contract and the Electricity Sale and Service Agreement.