Assignment of Facility Lease Clause Samples
Assignment of Facility Lease. The Company covenants and agrees that, except as otherwise provided in Section 7.22 hereof or Section 21.4 of the Facility Lease, it shall not assign the Facility Leasehold Interest (or any part thereof) without the prior written consent of the Owner Lessor, the Owner Participant and, so long as the Lien of the Security Documents has not been terminated or discharged, the Indenture Trustee (acting on the instruction of the Required Noteholders); provided, however, that the Company may assign the Facility Leasehold Interest, in whole but not in part, without such consent as collateral for its Master Indenture Secured Obligations; provided, further, that, neither the trustee nor the holders of the Master Indenture Secured Obligations may take assignment of the Facility Leasehold Interest (or any part thereof) by foreclosure or otherwise under the Master Indenture, nor shall the trustee or the holders of the Master Indenture Secured Obligations cause the Facility Leasehold Interest (or any part thereof) to be assigned to any other Person in connection with a foreclosure or otherwise under the Master Indenture, without the prior written consent of the Owner Lessor, the Owner Participant and, so long as the Lien of the Security Documents has not been terminated or discharged, the Indenture Trustee (acting on the instruction of the Required Noteholders). Except as otherwise provided in the Transaction Documents, the Company shall not assign the Facility Leasehold Interest if such assignment could result in the Facility being considered tax exempt use property.
Assignment of Facility Lease. 63 SECTION 16. RIGHT OF FIRST REFUSAL; RIGHT OF FIRST OFFER.................................................. 65
Assignment of Facility Lease. (a) PPL Montana covenants and agrees that, except as otherwise provided in Section 5.2 hereof or Section 19 of the Facility Lease, it shall not during the Facility Lease Term assign the Facility Lease or any other Operative Document, or any interest therein without the prior written consent of the Owner Lessor, the Owner Participant and, so long as the Lien of the Lease Indenture has not been terminated or discharged, the Lease Indenture Trustee and the Pass Through Trustee; provided, however, that PPL Montana may, upon satisfaction of the conditions in paragraph (b) of this Section 15.2, assign its right, title and interest in, to and under the Facility Lease and each of the other Operative Documents, in whole but not in part, without the consent of the Owner Lessor, the Owner Participant, the Lease Indenture Trustee, the Pass Through Trustee or any other Transaction Party, under the following circumstances:
(i) to any Person which has a prospective credit rating (after due consideration of all lease rental obligations under the Facility Lease) from both S&P and Mood▇'▇ ▇▇▇al to or higher than BBB+ and Baa1, respectively; in addition, unless the Owner Participant shall have consented to such assignment, such transferee or a party which guarantees such transferee's obligation under the Operative Documents assigned to such transferee (i) shall have a net worth of at least $1 billion after giving effect to such transfer, and (ii) shall have significant experience owning or operating coal-fired electric generating Facility in the United States; or
(ii) to any other Person, so long as PPL Montana shall remain secondarily liable to the Owner Lessor or any other Person under the Operative Documents (and without limiting the foregoing, shall promptly pay any amounts due thereunder upon receipt of notice of the payment default thereunder by the transferee and expiration of the applicable cure periods under the Operative Documents). In the case of clause (i) above, PPL Montana shall, upon the transferee's assumption of PPL Montana's obligations under the Facility Lease and the other Operative Documents in accordance with the terms of this Section 15.2, have no further liability or obligation thereunder and, in the case of clause (ii) above, PPL Montana shall remain secondarily liable under the Facility Lease and the other Operative Documents (and without limiting the foregoing, shall promptly pay any amounts due thereunder upon receipt of notice of the payment defa...