Common use of Assignment, Sale or Lease of Project Clause in Contracts

Assignment, Sale or Lease of Project. (a) The Company shall not assign this Loan Agreement or any interest of the Company herein, either in whole or in part, without the prior written consent of the Trustee, which consent shall be given if the following conditions are fulfilled; (i) The assignee assumes in writing all of the obligations of the Company hereunder; (ii) The assignee provides the Trustee with an opinion of counsel satisfactory to the Trustee to the effect that neither the validity nor the enforceability of this Loan Agreement shall be adversely affected by such assignment; (iii) The Project shall continue in the opinion of Bond Counsel to be a “project” as such term is defined in the Act after such assignment; (iv) Such assignment shall not, in the opinion of Bond Counsel, have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Bonds; (v) The assignee shall not be a Disqualified Contractor; and (vi) Consent by the Issuer, which consent shall not be unreasonably withheld. (b) The Company may, subject to the provisions of Section 6.10, lease the Project, in whole or in part, to one or more other Persons, provided that: (i) No such lease shall relieve the Company from its obligations under this Loan Agreement; (ii) In connection with any such lease the Company shall retain such rights of interests as will permit it to comply with its obligations under this Loan Agreement; (iii) No such lease shall impair materially the accomplishment of the purposes of the Act to be accomplished by operation of the Project as herein provided; (iv) Any such lease shall require the lessee to operate the Project as a “project” under the Act as long as the Bonds are outstanding; (v) In the case of a lease to a new lessee or an assignment of an existing lease to a new lessee of substantially all of the Project, such new lessee: (A) shall not be a Disqualified Contractor; and (B) shall have been approved by the Issuer (such approval not to be unreasonably withheld); and (vi) The lessees under any such leases, shall be subject to the applicable terms and conditions of Section 6.10. (c) The Company shall not sell, assign or otherwise dispose of (whether in one transaction or in a series of transactions) its interest in the Project or any material portion thereof, other than is permitted by Section 7.6(a) and other than leases permitted under Section 7.6(b) or undertake or permit the demolition or removal of the Project or any material portion thereof without the prior written consent of the Issuer; provided that the Company shall be permitted to sell, transfer, assign or otherwise dispose of or remove any portion of the Project which is retired or replaced in the ordinary course of business.

Assignment, Sale or Lease of Project. (a) The Company shall not assign this Loan Agreement or any interest of the Company herein, either in whole or in part, without the prior written consent of the Trustee, which consent shall be given if the following conditions are fulfilled;: (i) The assignee assumes in writing all of the obligations of the Company hereunder; (ii) The assignee provides the Trustee with an opinion of counsel satisfactory to the Trustee to the effect that neither the validity nor the enforceability of this Loan Agreement shall be adversely affected by such assignment; (iii) The Project shall continue in the opinion of Bond Counsel to be a “"project” " as such term is defined in the Act after such assignment; (iv) Such assignment shall not, in the opinion of Bond Counsel, have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Bonds;; and (v) The assignee shall not be a Disqualified Contractor; and. (vi) Consent by the Issuer, which consent shall not be unreasonably withheld. (b) The Company may, subject to the provisions of Section 6.10, lease the Project, in whole or in part, to one or more other Persons, provided that: (i) No such lease shall relieve the Company from its obligations under this Loan Agreement; (ii) In connection with any such lease the Company shall retain such rights of interests as will permit it to comply with its obligations under this Loan Agreement; (iii) No such lease shall impair materially the accomplishment of the purposes of the Act to be accomplished by operation of the Project as herein provided; (iv) Any such lease shall require the lessee to operate the Project as a “"project” " under the Act as long as the Bonds are outstanding; (v) In the case of a lease to a new lessee or an assignment of an existing lease to a new lessee of substantially all of the Project, such new lessee: (A) shall not be a Disqualified Contractor; and (B) lessee shall have been approved by the Issuer (such approval not to be unreasonably withheld); and (vi) The lessees under any such leases, shall be subject to the applicable terms and conditions of Section 6.10. (c) The Company shall not sell, assign or otherwise dispose of (whether in one transaction or in a series of transactions) its interest in the Project or any material portion thereof, other than is permitted by Section 7.6(a) and other than leases permitted under Section 7.6(b) or undertake or permit the demolition or removal of the Project or any material portion thereof without the prior written consent of the Issuer; provided that the Company shall be permitted to sell, transfer, assign or otherwise dispose of or remove any portion of the Project which is retired or replaced in the ordinary course of business.

Assignment, Sale or Lease of Project. (a) The Company shall not assign this Loan Agreement or any interest of the Company herein, either in whole or in part, without the prior written consent of the Trustee, which consent shall be given if the following conditions are fulfilled; (i) The assignee assumes in writing all of the obligations of the Company hereunder; (ii) The assignee provides the Trustee with an opinion of counsel satisfactory to the Trustee to the effect that neither the validity nor the enforceability of this Loan Agreement shall be adversely affected by such assignment; (iii) The Project shall continue in the opinion of Bond Counsel to be a “project” as such term is defined in the Act after such assignment; (iv) Such assignment shall not, in the opinion of Bond Counsel, have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Bonds; (v) The assignee shall not be a Disqualified Contractor; and (viv) Consent by the Issuer, which consent shall not be unreasonably withheld. (b) The Company may, subject to the provisions of Section 6.10, lease the Project, in whole or in part, to one or more other Persons, provided that: (i) No such lease shall relieve the Company from its obligations under this Loan Agreement; (ii) In connection with any such lease the Company shall retain such rights of interests as will permit it to comply with its obligations under this Loan Agreement; (iii) No such lease shall impair materially the accomplishment of the purposes of the Act to be accomplished by operation of the Project as herein provided; (iv) Any such lease shall require the lessee to operate the Project as a “project” under the Act as long as the Bonds are outstanding; (v) In the case of a lease to a new lessee or an assignment of an existing lease to a new lessee of substantially all of the Project, such new lessee: (A) shall not be a Disqualified Contractor; and (B) lessee shall have been approved by the Issuer (such approval not to be unreasonably withheld); and (vi) The lessees under any such leases, shall be subject to the applicable terms and conditions of Section 6.10. (c) The Company shall not sell, assign or otherwise dispose of (whether in one transaction or in a series of transactions) its interest in the Project or any material portion thereof, other than is permitted by Section 7.6(a) and other than leases permitted under Section 7.6(b) or undertake or permit the demolition or removal of the Project or any material portion thereof without the prior written consent of the Issuer; provided that the Company shall be permitted to sell, transfer, assign or otherwise dispose of or remove any portion of the Project which is retired or replaced in the ordinary course of business.

Assignment, Sale or Lease of Project. (a) The Company shall not assign this Loan Agreement or any interest of the Company herein, either in whole or in part, without the prior written consent of the Trustee, which consent shall be given if the following conditions are fulfilled;: (i) The assignee assumes in writing all of the obligations of the Company hereunder; (ii) The assignee provides the Trustee with an opinion of counsel satisfactory to the Trustee to the effect that neither the validity nor the enforceability of this Loan Agreement shall be adversely affected by such assignment; (iii) The Project shall continue in the written opinion of Bond Counsel provided to the Trustee to be a “project” as such term is defined in the Act after such assignment; (iv) Such assignment shall not, in the written opinion of Bond CounselCounsel provided to the Trustee, have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Bonds;; and (v) The assignee shall not be a Disqualified Contractor; and (vi) Consent by the Issuer, which consent shall not be unreasonably withheld. (b) The Company may, subject to the provisions of Section 6.10, lease the Project, in whole or in part, to one or more other Persons, provided that: (i) No such lease shall relieve the Company from its obligations under this Loan Agreement; (ii) In connection with any such lease the Company shall retain such rights of interests as will permit it to comply with its obligations under this Loan Agreement; (iii) No such lease shall impair materially the accomplishment of the purposes of the Act to be accomplished by operation of the Project as herein provided; (iv) Any such lease shall require the lessee to operate the Project as a “project” under the Act as long as the Bonds are outstanding; (v) In the case of a lease to a new lessee or an assignment of an existing lease to a new lessee of substantially all of the Project, such new lessee: (A) shall not be a Disqualified Contractor; and (B) lessee shall have been approved by the Issuer (such approval not to be unreasonably withheld); and (vi) The lessees under any such leases, leases shall be subject to the applicable terms and conditions of Section 6.10. (c) The Company shall not sell, assign or otherwise dispose of (whether in one transaction or in a series of transactions) its interest in the Project or any material portion thereof, other than is permitted by Section 7.6(a) and other than leases permitted under Section 7.6(b) or undertake or permit the demolition or removal of the Project or any material portion thereof without the prior written consent of the Issuer; provided that the Company shall be permitted to sell, transfer, assign or otherwise dispose of or remove any portion of the Project which is retired or replaced in the ordinary course of business.

Assignment, Sale or Lease of Project. (a) The Company shall not assign this Loan Agreement or any interest of the Company herein, either in whole or in part, without the prior written consent of the Trustee, which consent shall be given if the following conditions are fulfilled; (i) The assignee assumes in writing all of the obligations of the Company hereunder; (ii) The assignee provides the Trustee with an opinion of counsel satisfactory to the Trustee to the effect that neither the validity nor the enforceability of this Loan Agreement shall be adversely affected by such assignment; (iii) The Project shall continue in the opinion of Bond Counsel to be a “"project” " as such term is defined in the Act after such assignment; (iv) Such assignment shall not, in the opinion of Bond Counsel, have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Bonds; (v) The assignee shall not be a Disqualified Contractor; and (vi) Consent by the Issuer, which consent shall not be unreasonably withheld. (b) The Company may, subject to the provisions of Section 6.10, lease the Project, in whole or in part, to one or more other Persons, provided that: (i) No such lease shall relieve the Company from its obligations under this Loan Agreement; (ii) In connection with any such lease the Company shall retain such rights of interests as will permit it to comply with its obligations under this Loan Agreement; (iii) No such lease shall impair materially the accomplishment of the purposes of the Act to be accomplished by operation of the Project as herein provided; (iv) Any such lease shall require the lessee to operate the Project as a “"project” " under the Act as long as the Bonds are outstanding; (v) In the case of a lease to a new lessee or an assignment of an existing lease to a new lessee of substantially all of the Project, such new lessee: (A) shall not be a Disqualified Contractor; and (B) shall have been approved by the Issuer (such approval not to be unreasonably withheld); and (vi) The lessees under any such leases, shall be subject to the applicable terms and conditions of Section 6.10. (c) The Company shall not sell, assign or otherwise dispose of (whether in one transaction or in a series of transactions) its interest in the Project or any material portion thereof, other than is permitted by Section 7.6(a) and other than leases permitted under Section 7.6(b) or undertake or permit the demolition or removal of the Project or any material portion thereof without the prior written consent of the Issuer; provided that the Company shall be permitted to sell, transfer, assign or otherwise dispose of or remove any portion of the Project which is retired or replaced in the ordinary course of business.

Assignment, Sale or Lease of Project. (a) The Company shall not assign this Loan Agreement or any interest of the Company herein, either in whole or in part, without the prior written consent of the Trustee, which consent shall be given if the following conditions are fulfilled;: (i) The assignee assumes in writing all of the obligations of the Company hereunder; (ii) The assignee provides the Trustee with an opinion of counsel satisfactory to the Trustee to the effect that neither the validity nor the enforceability of this Loan Agreement shall be adversely affected by such assignment; (iii) The Project shall continue in the opinion of Bond Counsel to be a “"project” " as such term is defined in the Act after such assignment; (iv) Such assignment shall not, in the opinion of Bond Counsel, have an adverse effect on the exclusion from gross income for federal income tax purposes of interest on the Bonds; (v) The assignee shall not be a Disqualified Contractor; and (viv) Consent by the Issuer, which consent shall not be unreasonably withheld. (b) The Company may, subject to the provisions of Section 6.10, lease the Project, in whole or in part, to one or more other Persons, provided that: (i) No such lease shall relieve the Company from its obligations under this Loan Agreement; (ii) In connection with any such lease the Company shall retain such rights of interests as will permit it to comply with its obligations under this Loan Agreement; (iii) No such lease shall impair materially the accomplishment of the purposes of the Act to be accomplished by operation of the Project as herein provided; (iv) Any such lease shall require the lessee to operate the Project as a “"project” " under the Act as long as the Bonds are outstanding; (v) In the case of a lease to a new lessee or an assignment of an existing lease to a new lessee of substantially all of the Project, such new lessee: (A) shall not be a Disqualified Contractor; and (B) lessee shall have been approved by the Issuer (such approval not to be unreasonably withheld); and (vi) The lessees under any such leases, shall be subject to the applicable terms and conditions of Section 6.10. (c) The Company shall not sell, assign or otherwise dispose of (whether in one transaction or in a series of transactions) its interest in the Project or any material portion thereof, other than is permitted by Section 7.6(a) and other than leases permitted under Section 7.6(b) or undertake or permit the demolition or removal of the Project or any material portion thereof without the prior written consent of the Issuer; provided that the Company shall be permitted to sell, transfer, assign or otherwise dispose of or remove any portion of the Project which is retired or replaced in the ordinary course of business.