Assignment of Project Company’s Interest Sample Clauses

Assignment of Project Company’s Interest. Project Company and any successor or assign of Project Company will at all times have the right, without need for Owner’s consent, to do any of the following, conditionally or unconditionally, with respect this Lease or to all or any portion of the Premises: grant co-leases, separate leases, subleases, easements, licenses or similar rights (however denominated) to one or more third parties; or sell, convey, lease, assign, mortgage, encumber or transfer to one or more third parties or to any affiliate of Project Company’s this Lease, or any right or interest in this Lease, or any or all right or interest of Project Company in the Premises or in any or all of the Solar Facilities that Project Company or any other party may now or hereafter install on the Premises provided that (i) any such assignment, transfer or conveyance will not be for a period beyond the Term; (ii) the assignee or transferee will be subject to all of the obligations, covenants and conditions applicable to the Project Company; and (iii) Project Company will not be relieved from liability for any of its obligations under this Lease by virtue of the assignment or conveyance unless Project Company assigns or conveys all of its interests under the Lease to the assignee or transferee, in which event Project Company will have no continuing liability.
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Assignment of Project Company’s Interest. Project Company may assign its rights or interest in the Lease only with the written consent of Landlord, provided, however, that Project Company may, without further consent of Landlord, and upon written notice to Landlord of such assignment and the assignee’s written agreement to assume Project Company’s rights and obligations under this Lease, assign its rights and obligations under this Lease to a limited liability entity to-be-formed by Project Company that will be the ultimate Project Company under this Lease . In no event may the Lease be assigned unless the assignee agrees to assume Project Company’s obligations under this Lease , and such assignee has the financial and substantive ability to fulfill all Project Company’s obligations under this Lease.
Assignment of Project Company’s Interest. Project Company may assign its rights or interest in the Lease (including for the avoidance of doubt the easements granted herein) only with the written consent of Landlord, such consent not to be unreasonably withheld, conditioned or delayed; provided, however, that Project Company may, without further consent of Landlord, and upon written notice to Landlord of such assignment and the assignee’s written agreement to assume Project Company’s rights and obligations under this Lease, assign its rights and obligations under this Lease to a limited liability entity to-be-formed by Project Company that will be the ultimate Project Company under the Lease and Seller under the PPAan affiliate, the purchaser of all or substantially all of the Project, and in accordance with Section 7.1

Related to Assignment of Project Company’s Interest

  • Assignment of Membership Interest A Member may not assign the Member’s interest in the Company except with the written consent of all the other Members of record. Any such consent to assignment automatically entitles the assignee to become a Member. A Member’s membership interest may be evidenced by a certificate of membership interest issued by the Company.

  • Assignment of Contracts On the Initial Borrowing Date, the Borrower shall have duly authorized, executed and delivered a valid and effective assignment by way of security in favor of the Collateral Agent of all of the Borrower’s present and future interests in and benefits under (x) the Construction Contract, (y) each Refund Guarantee and (z) the Construction Risk Insurance (it being understood that the Borrower will use commercially reasonable efforts to have the underwriters of the Construction Risk Insurance accept and endorse on such insurance policy a loss payable clause substantially in the form set forth in Part 3 of Schedule 2 to the Assignment of Contracts (as defined below), and it being further understood that certain of the Refund Guarantee and none of the Construction Risk Insurances will have been issued on the Initial Borrowing Date), which assignment shall be substantially in the form of Exhibit J hereto or otherwise reasonably acceptable to the Lead Arrangers and the Borrower and customary for transactions of this type, along with appropriate notices and consents relating thereto (to the extent incorporated into or required pursuant to such Exhibit or otherwise agreed by the Borrower and the Facility Agent), including, without limitation, those acknowledgments, notices and consents listed on Schedule 5.07 (as modified, supplemented or amended from time to time, the “Assignment of Contracts”) provided that, if any Refund Guarantee issued to the Borrower on the Initial Borrowing Date shall have been issued by KfW IPEX-Bank GmbH, then such Refund Guarantee shall be charged pursuant to a duly authorized, executed and delivered, valid and effective charge of any such Refund Guarantee in the form of Exhibit Q hereto or otherwise in a form reasonably acceptable to the Lead Arrangers and the Borrower and customary for transactions of this type, along with appropriate notices and consents relating thereto (to the extent incorporated into or required pursuant to such Exhibit or otherwise agreed by the Borrower and the Facility Agent) (as modified, supplemented or amended from time to time, the “Charge of KfW Refund Guarantees”).

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