Developer’s Assignment Rights Sample Clauses

Developer’s Assignment Rights. With prior written notice to CVEC, Developer may collaterally assign, pledge, or transfer all or any part of, or any right or obligation under this Agreement for security purposes in connection with any financing or other financial arrangements regarding the PV System (each, a “Permitted Transfer”). A Permitted Transfer shall not release Developer from any obligation under this Agreement. For any other assignment, pledge, or transfer of all or any part of, or any right or obligation under, this Agreement, whether voluntarily or by operation of law (including a Permitted Transfer in which Developer is to be released from all or any part of an obligation under this Agreement), Developer must obtain CVEC’s prior written consent, which shall not be unreasonably, withheld, conditioned, or delayed, provided that: (a) CVEC has been provided with reasonable proof that the proposed assignee will assume Developer’s assigned obligations under this Agreement in writing (unless Developer remains the primary obligor under this Agreement); (b) the proposed assignee is not included on any list of individuals or firms that are debarred by a Governmental Authority; (c) if Developer ceases to be the operator of the PV System upon such assignment, (i) the proposed assignee has comparable experience to Developer in operating and maintaining systems comparable to the PV System and the financial capability to maintain the PV System and perform operation and maintenance consistent with this Agreement and the Inter-Governmental PDA; and (ii) the proposed assignee maintains a Commercially Reasonable operation and maintenance agreement for the PV System; and (d) Development Security and Decommissioning Assurance is maintained. Any such assignment or transfer without CVEC’s written consent will be null and void.