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.
Appears in 10 contracts
Samples: Power Purchase Agreement, Power Purchase Agreement, Power Purchase Agreement
