Common use of Exceptions to Prohibition Against Assignments Clause in Contracts

Exceptions to Prohibition Against Assignments. (a) Seller may, without the Buyer’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer to direct payments to the collateral agent (i) shall be in writing, (ii) shall not be altered or amended without prior written notice to the Buyer from both Seller and the collateral agent, and (iii) provided that any payment made by the Buyer to the collateral agent shall discharge the Buyer’s obligation as fully and to the same extent as if it had been made to the Seller. Seller must provide the Buyer at least ten (10) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer without consent of Seller. Either Party may, upon written notice, assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such other entity agrees to be bound by the terms hereof and provided further, that such other entity’s creditworthiness is comparable to or higher than that of such Party at the time this Agreement was executed and such Party is not relieved of any obligation or liability hereunder as a result of such assignment

Appears in 23 contracts

Samples: Master Power Agreement, Certificate Purchase Agreement, Master Power Agreement

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Exceptions to Prohibition Against Assignments. (a) Seller may, without the Buyer’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer to direct payments to the collateral agent (i) shall be in writing, (ii) shall not be altered or amended without prior written notice to the Buyer from both Seller and the collateral agent, and (iii) provided that any payment made by the Buyer to the collateral agent shall discharge the Buyer’s obligation as fully and to the same extent as if it had been made to the Seller. Seller must provide the Buyer at least ten (10) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer without consent of Seller. Either Party may, upon written notice, assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such other entity agrees to be bound by the terms hereof and provided further, that such other entity’s creditworthiness is comparable to or higher than that of such Party at the time this Agreement was executed and such Party is not relieved of any obligation or liability hereunder as a result of such assignment.

Appears in 6 contracts

Samples: Renewable Energy Certificate Purchase Agreement, Renewable Energy Certificate Purchase Agreement, Renewable Energy Certificate Purchase Agreement

Exceptions to Prohibition Against Assignments. (a) Seller may, without the Buyer’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer to direct payments to the collateral agent (i) shall be in writing, and (ii) shall not be altered or amended without prior written notice to the Buyer from both Seller and the collateral agent; provided, and (iii) provided that that, any payment made by the Buyer to the collateral agent shall discharge the Buyer’s obligation as fully and to the same extent as if it had been made to the Seller. Seller must provide the Buyer at least ten (10) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer without consent of Seller. Either Party may, upon written notice, assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such other entity agrees to be bound by the terms hereof and provided further, that such other entity’s creditworthiness is comparable to or higher than that of such Party at the time this Agreement was executed and such Party is not relieved of any obligation or liability hereunder as a result of such assignment

Appears in 3 contracts

Samples: Certificate Purchase Agreement, Certificate Purchase Agreement, Certificate Purchase Agreement

Exceptions to Prohibition Against Assignments. (a) Seller may, without the Buyer’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer to direct payments to the collateral agent (i) shall be in writing, (ii) shall not be altered or amended without prior written notice to the Buyer from both Seller and the collateral agent, and (iii) provided that any payment made by the Buyer to the collateral agent shall discharge the Buyer’s obligation as fully and to the same extent as if it had been made to the Seller. Seller must provide the Buyer at least ten (10) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer without consent of Seller. . (c) Either Party may, upon written noticenotice to the other Party, assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such other entity agrees to be bound by the terms hereof and provided further, that such other entity’s creditworthiness is comparable to or higher than that of such Party the assignor at the time this Agreement was executed and such Party the assignor is not relieved of any obligation or liability hereunder as a result of such assignment

Appears in 2 contracts

Samples: Power Supply Agreement, Power Supply Agreement

Exceptions to Prohibition Against Assignments. (a) Seller may, without the Buyer’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer to direct payments to the collateral agent (i) shall be in writing, (ii) shall not be altered or amended without prior written notice to the Buyer from both Seller and the collateral agent, and (iii) provided that any payment made by the Buyer to the collateral agent shall discharge the Buyer’s obligation as fully and to the same extent as if it had been made to the Seller. Seller must provide the Buyer at least ten (10) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer without consent of Seller. . (c) Either Party may, upon written noticenotice to the other Party, assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such other entity agrees to assume the rights and obligations hereunder and be bound by the terms hereof and provided further, that such other entity’s creditworthiness is comparable equal to or higher than that of such Party at the time this Agreement was executed and such Party is not assignor, in which case the assignor shall be relieved of any obligation or liability hereunder as a result of such assignment.

Appears in 2 contracts

Samples: Power Supply Agreement, Power Supply Agreement

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Exceptions to Prohibition Against Assignments. (a) Seller may, without the BuyerNarragansett’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer Narragansett to direct payments to the collateral agent (i) shall be in writing, (ii) shall not be altered or amended without prior written notice to the Buyer Narragansett from both Seller and the collateral agent, and (iii) provided that any payment made by the Buyer Narragansett to the collateral agent shall discharge the Buyer’s Narragansett's obligation as fully and as to the same extent as if it had been made to the Seller. Seller must provide the Buyer Narragansett at least ten five (105) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer Narragansett may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer Narragansett without consent of Seller. Either Party may, upon written notice, may assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any corporation or other entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such affiliate or other entity agrees to be bound by the terms hereof and provided further, that such affiliate’s or other entity’s creditworthiness is comparable to or higher than that of such Party at the time this Agreement was executed and such Party is not relieved of any obligation or liability hereunder as a result of such assignment

Appears in 1 contract

Samples: Power Supply Agreement

Exceptions to Prohibition Against Assignments. (a) Seller may, without the BuyerNarragansett’s prior written consent, collaterally assign this Agreement in connection with financing arrangements provided that any such collateral assignment that provides for the Buyer Company to direct payments to the collateral agent (i) shall be in writing, (ii) shall not be altered or amended without prior written notice to the Buyer Narragansett from both Seller and the collateral agent, and (iii) provided that any payment made by the Buyer Narragansett to the collateral agent shall discharge the Buyer’s Narragansett's obligation as fully and as to the same extent as if it had been made to the Seller. Seller must provide the Buyer Narragansett at least ten (105) days advance written notice of collateral assignment and provide copies of any such assignment and relevant agreements or writings. (b) The Buyer Narragansett may assign all or a portion of its rights and obligations under this Agreement to any Affiliate of the Buyer Narragansett without consent of Seller. Either Party may, upon written notice, may assign its rights and obligations hereunder, or transfer such rights and obligations by operation of law, to any corporation or other entity with which or into which such Party shall merge or consolidate or to which such Party shall transfer all or substantially all of its assets, provided that such affiliate or other entity agrees to be bound by the terms hereof and provided further, that such affiliate’s or other entity’s creditworthiness is comparable to or higher than that of such Party at the time this Agreement was executed and such Party is not relieved of any obligation or liability hereunder as a result of such assignment

Appears in 1 contract

Samples: Power Supply Agreement

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