Common use of Assignments to Affiliates Clause in Contracts

Assignments to Affiliates. Notwithstanding Section 20.1, either Party may, without the need for consent from the other Party (but with prior notice to the other Party, including the name of the Affiliate), Assign this Agreement to an Affiliate; provided, however, that it shall be a condition precedent to such Assignment that such Affiliate enters into an assignment and assumption agreement pursuant to which such Affiliate assumes all of the assigning Party’s obligations under this Agreement and otherwise agrees to be bound by the terms of this Agreement; provided, further that: (a) in the case of Assignment by Utility, such Affiliate must have the same or better credit rating from S&P and Xxxxx’x as Utility as of the effective date of such assignment (or if such Affiliate is not rated by S&P and Xxxxx’x, the same or better creditworthiness as Utility, as reasonably determined by Seller and (b) in the case of Assignment by Seller: (i) such Affiliate must (A) possess the same or similar experience as Seller (as reasonably determined by Utility) and (B) possess the same or better credit rating from S&P and Xxxxx’x as Seller as of the Execution Date (or if Seller or such Affiliate is not rated by S&P and Xxxxx’x, the same or better creditworthiness as Seller, as reasonably determined by Utility, or otherwise agrees, in lieu of demonstrating creditworthiness, to be bound by the Security requirements of Section 8); and (ii) any Security required pursuant to Section 8 must be provided, replaced or remain in full force and effect.

Assignments to Affiliates. Notwithstanding Section 20.1, either Party may, without the need for consent from the other Party (but with prior notice to the other Party, including the name of the Affiliate), Assign this Agreement to an Affiliate; provided, however, that it shall be a condition precedent to such Assignment that such Affiliate enters into an assignment and assumption agreement pursuant to which such Affiliate assumes all of the assigning Party’s obligations under this Agreement and otherwise agrees to be bound by the terms of this Agreement; provided, further that: (a) in the case of Assignment by Utility, such Affiliate must have the same or better credit rating from S&P and Xxxxx’x as Utility as of the effective date of such assignment (or if such Affiliate is not rated by S&P and Xxxxx’x, the same or better creditworthiness as Utility, as reasonably determined by Seller and (b) in the case of Assignment by Seller: (i) such Affiliate must (A) possess the same or similar experience as Seller (as reasonably determined by Utility) and (B) possess the same or better credit rating from S&P and Xxxxx’x as Seller as of the Execution Date (or if Seller or such Affiliate is not rated by S&P and Xxxxx’x, the same or better creditworthiness as Seller, as reasonably determined by Utility, or otherwise agrees, in lieu of demonstrating creditworthiness, to be bound by the Security requirements of Section 8); and (ii) any Security required pursuant to Section 8 must be provided, replaced or remain in full force and effect.. 40