Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement.
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement; provided however, the Parties agree that Buyer’s consent shall not be required in connection with the following: (i) any assignment of all or a portion of the equity interests in Seller or in any Affiliate of Seller to any Lender as security for any Financing, and any foreclosure on or other exercise by any Lender of any rights and remedy with respect to such equity interests in connection with such Financing; (ii) any change in the relative ownership percentages of equity interest in Seller amongst any Parent Entities as of the Effective Date; (iii) any direct or indirect assignment of all or a portion of the equity interests in Seller to Engie, S.A. (or any of its Affiliates) or (iv) any merger or consolidation of any Indirect Parent Entity with or into another Person or any exchange of all or any portion of the common stock or other equity interests of any Indirect Parent Entity for cash, securities or other property or any acquisition, reorganization, transfer of economic interest or any other transaction or series of transactions having similar effects involving all or any portion of the common stock or other equity interests in, or assets of, any Indirect Parent Entity.
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, except to the extent such change in Control results from the direct or indirect transfer of interests in Hydro-Québec, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement.
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement; provided, however, the Parties agree that Buyer’s consent shall not be required in connection with the following: (i) any Tax Equity Transaction or any exercise of removal rights by a Tax Equity Investor in connection with a Tax Equity Transaction resulting in such Tax Equity Investor having Control over Seller; (ii) any assignment of all or a portion of the equity interests in Seller or in any Affiliate of Seller to any Lender as security for any Financing of the Facility, and any foreclosure on such equity interests in connection with such Financing;
Change in Control over Seller. Buyer's consent (which shall not be unreasonably withheld, conditioned or delayed) shall be required for any change in Control over Seller; provided, however, that no such consent shall be required: (a) for any change of Control over the Northeast Joint Venture co-owned by First Wind Holdings, LLC and Emera Incorporated, or
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if (i) Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement or (ii) after giving effect to any change of Control over Seller, Seller is Controlled by a Qualified Person; and provided, however, that such consent shall not be required with respect to the acquisition of a direct or indirect Control over Seller by Orsted North America Inc. or a wholly owned affiliate of Orsted North America Inc.
Change in Control over Seller. Buyer’s consent shall be required for any direct change in Control of Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement. A change in Control in EverPower Wind Holdings, Inc. shall not require the consent of Buyer; provided that Seller provides written notice of such change to Buyer within thirty (30) days after such change.
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement; provided, however, following the Delivery Term Start Date, (a) a change of Control of the ultimate parent entity of Seller (defined under Section 7A of the Xxxxxxx Act, 15 U.S.C. § 18a, aka the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976) shall not require the consent of Buyer; and (b) transactions among Affiliates of Seller, any corporate reorganization, merger, combination or similar transaction or transfer of assets or ownership interests involving Seller and its Affiliates shall not constitute a change in Control for purposes of this Section 14.3; provided further that, in each case, Seller provides written notice of such change to Buyer within thirty (30) days after such change.
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement.; provided, however, the Parties agree that Buyer’s consent shall not be required in connection with the following: (i) any Tax Equity Transaction or any exercise of removal rights by a Tax Equity Investor in connection with a Tax Equity Transaction resulting in such Tax Equity Investor having Control over Seller; (ii) any assignment of all or a portion of the equity interests in Seller or in any Affiliate of Seller to any Lender as security for any Financing of the Facility, and any foreclosure on such equity interests in connection with such Financing; (iii) any assignment by the owners of Seller as of the Effective Date of less than fifty percent (50%) of such owner’s equity interests in Seller whereby such owner does not grant Control to such assignee, (iv) any merger or consolidation of any Indirect Parent Entity with or into another Person or any exchange of all of the common stock or other equity interest of any Indirect Parent Entity or any Indirect Parent Entity’s parent for cash, securities or other property or any acquisition, reorganization, or other similar corporate transaction involving all or substantially all of the common stock or other equity interests in, or assets of, any Indirect Parent Entity; (v) any change in the relative ownership percentages of equity interest in Seller by the owners thereof as of the Effective Date; or (vi) a direct or indirect assignment of all or a portion of the equity interests in Seller to an Affiliate; provided, further, that the Credit Support required under this Agreement shall remain in place or Buyer shall receive substitute Credit Support meeting the requirements of this Agreement.
Change in Control over Seller. Buyer’s consent shall be required for any change in Control over Seller, which consent shall not be unreasonably withheld, conditioned or delayed and shall be provided if Buyer reasonably determines that such change in Control does not have a material adverse effect on Seller’s creditworthiness or Seller’s ability to perform its obligations under this Agreement, including with respect to the Credit Support. Notwithstanding the foregoing, following the Delivery Term Start Date, (a) a change of Control of NextEra Energy, Inc. (the ultimate parent entity of Seller as defined under Section 7A of the Xxxxxxx Act, 15 U.S.C. § 18a, aka the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976) NextEra Energy Capital Holdings, Inc., NextEra Energy Resources, LLC or ESI Energy, LLC shall not require the consent of Buyer; provided, with regard to NextEra Energy Capital Holdings, Inc., such change of control transaction shall not cause its Credit Rating to fall below Investment Grade; and (b) transactions among Affiliates of Seller, any corporate reorganization, merger, combination or similar transaction or transfer of assets or ownership interests involving Seller and its Affiliates shall not constitute a change in Control for purposes of this Section 14.3; provided further that, in each case, Seller provides written notice of such change to Buyer within thirty (30) days after such change.
