Assignment to Financing Providers. Seller shall be permitted to assign this Agreement as collateral for any financing or refinancing of the Project with the prior written consent of the Buyer, which consent shall not be unreasonably withheld. If Buyer gives its consent, then such consent shall be in a form substantially similar to the Form of Consent to Assignment attached hereto as Appendix VII provided that (i) Buyer shall not be required to consent to any additional terms or conditions beyond those contained in Appendix VII, including extension of any cure periods or additional remedies for financing providers, and (ii) Seller shall be responsible at Buyer’s request for Buyer’s reasonable costs associated with the review, negotiation, execution and delivery of documents in connection with such assignment, attorneys’ fees.
Assignment to Financing Providers. Seller may assign this Agreement as collateral for any financing or refinancing of the Project with the prior written consent of the Buyer, which consent will not be unreasonably conditioned, delayed, or withheld. If Buyer gives its consent, then the consent will be in a form substantially similar to the Form of Consent to Assignment attached as Appendix VIII provided that (a) Buyer will not be required to consent to any additional terms or conditions beyond those contained in Appendix VIII, including extension of any cure periods or additional remedies for financing providers, and (b) Seller is responsible, at Buyer’s request, for Buyer’s reasonable costs and attorneys’ fees associated with the review, negotiation, execution and delivery of documents in connection with such assignment.
Assignment to Financing Providers. Seller shall be permitted to assign this Agreement as collateral for any financing or refinancing of the Project (including any tax equity or lease financing) with the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed. The Parties agree that, the consent provided to Buyer in accordance with this Section 16.2 shall be in a form substantially similar to the Form of Financing Consent attached hereto as Appendix I; provided that (a) Buyer shall not be required to consent to any additional terms or conditions beyond those contained in Appendix I, including extension of any cure periods or additional remedies for financing providers, and (b) Seller shall be responsible at Buyer’s request for Buyer’s reasonable costs and attorneys’ fees associated with the review, negotiation, execution and delivery of documents in connection with such assignment.
Assignment to Financing Providers. Seller shall be permitted to assign this Agreement as collateral for any financing or refinancing of the Project (including any tax equity or lease financing) without the prior written consent of the Buyer; provided that the financing provider(s), enter(s) into a Consent to Assignment in the form attached hereto as Appendix VIII under which such financing provider(s) shall agree that upon exercising its rights to assume the Agreement, it shall be bound by the terms and conditions hereof; and provided further that Seller shall be responsible at Buyer’s request for Buyer’s reasonable costs associated with the review, execution and delivery of documents in connection with such assignment, including without limitation attorneys’ fees.
Assignment to Financing Providers. Seller shall be permitted to assign this Agreement as collateral for any financing or refinancing of the Project (including any tax equity or lease financing) without the prior written consent of the Buyer; provided that the financing provider(s), enter(s) into a Consent to Assignment substantially in the form attached hereto as Appendix XII under which such financing provider(s) shall agree that upon exercising its rights to assume the Agreement, it shall be bound by the terms and conditions hereof; and provided further that Seller shall be responsible at Buyer’s request for Buyer’s reasonable costs associated with the review, negotiation, execution and delivery of documents in connection with such assignment, including without limitation attorneys’ fees. In connection with the foregoing, Buyer endeavors to negotiate such Consent to Assignment with Seller’s financing provider(s) in good faith.
Assignment to Financing Providers. Seller may assign this Agreement as collateral for any financing or refinancing of the Project with the prior written consent of the Buyer, which consent will not be unreasonably conditioned, delayed, or withheld. If Buyer gives its consent, then the consent will be in a form substantially similar to the Form of Consent to Assignment attached as Appendix XV provided that (a) Buyer will not be required to consent to any additional terms or conditions beyond those contained in Appendix XV, including extension of any cure periods or additional remedies for financing providers, and (b) Seller is responsible, at Buyer’s request, for Buyer’s reasonable costs and attorneys’ fees associated with the review, negotiation, execution and delivery of documents in connection with such assignment. Assignment in Connection with a Change in Control. Any direct change of control of Seller or Seller’s Parent (whether voluntary or by operation of Law) is deemed an assignment and shall require the prior written consent of Buyer which consent shall not be unreasonably conditioned, delayed or withheld, provided that the requirements identified in Section 17.1(a) through (e) are met. Seller shall use commercially reasonable efforts to provide Buyer (a) Notice at least ten (10) days prior to the effectiveness of any indirect change in control, and shall in any event provide such Notice no later than ten (10) Business Days after the indirect change in control, and (b) such other information as Buyer may reasonably request in connection with such change in control.
Assignment to Financing Providers. Seller shall have the right to assign this Agreement as collateral for any financing or refinancing of the Project upon consent of Buyer, which consent shall not be unreasonably withheld. Upon request, Buyer shall enter into a consent to assignment with the financing provider, which consent to assignment shall be in a form containing terms that are customary for financings of the kind sought by Seller and reasonably acceptable to the Parties and the financing provider. Seller shall be responsible at Buyer’s request for Buyer’s reasonable out-of-pocket costs associated with the review, negotiation, execution and delivery of documents in connection with such assignment, including without limitation reasonable outside attorneys’ fees.
Assignment to Financing Providers. Seller shall be permitted to assign this Agreement as collateral for any financing or refinancing of the Project with the prior written consent of the Buyer, which consent shall not be unreasonably withheld and such consent shall be in a form reasonably acceptable to the Parties and the financing providers.
Assignment to Financing Providers. Notwithstanding any provision to the contrary in this Section 10.2, Seller shall be permitted to assign this Agreement as collateral for any financing or refinancing of the Plant with the prior written consent of the Buyer, which consent shall not be unreasonably withheld, conditioned or delayed. If Buyer gives its consent, then such consent shall be in a form substantially similar to the Form of Lender Agreement attached hereto as Exhibit F-2; provided that (i) Buyer shall not be required to consent to any additional terms or conditions beyond those contained in Exhibit F-2, including extension of any cure periods or additional remedies for financing providers and (ii) Seller shall be responsible for reimbursement of Buyer’s Attorneys’ Fees as described in Section 10.12(a).
