Common use of Limitation on Seller’s Ability Clause in Contracts

Limitation on Seller’s Ability. to Make or Agree to Third-Party Sales from the Facility after Early Termination Date. If this Agreement is terminated by Buyer prior to the Commercial Operation Date due to Seller’s Event of Default, neither Seller nor Seller’s Affiliates may sell, market or deliver any Product associated with or attributable to the Facility to a party other than Buyer for a period of two (2) years following the Early Termination Date due to Seller’s Event of Default, unless prior to selling, marketing or delivering such Product, or entering into the agreement to sell, market or deliver such Product to a party other than Buyer, Seller or Seller’s Affiliates provide Buyer with a written offer to sell the Product on terms and conditions materially similar to the terms and conditions contained in this Agreement (including price unless the Seller Event of Default is pursuant to Sections 11.1(b)(ii) or (iv) and Seller has demonstrated to Buyer’s reasonable satisfaction that such delays did not result from Seller’s actions or failure to take commercially reasonable actions, then excluding price) and Buyer fails to accept such offer within forty-five (45) days of Xxxxx’s receipt thereof. Neither Seller nor Seller’s Affiliates may sell or transfer the Facility, or any part thereof, or land rights or interests in the Site (including the interconnection queue position of the Facility) so long as the limitations contained in this Section 11.6 apply, unless the transferee agrees to be bound by the terms set forth in this Section 11.6 pursuant to a written agreement approved by Buyer in its reasonable discretion. Seller shall indemnify and hold Buyer harmless from all benefits lost and other damages sustained by Xxxxx as a result of any breach by Seller of its covenants contained within this Section 11.6.

Limitation on Seller’s Ability. to Make or Agree to Third-Party Sales from the Facility after Early Termination Date. If this the Agreement is terminated by Buyer prior to the Commercial Operation Date due to Seller’s 's Event of Default, neither Seller nor Seller’s 's Affiliates may sell, market or deliver any Product associated with or attributable to the Facility to a party other than Buyer for a period of two (2) years following the Early Termination Date due to Seller’s 's Event of Default, unless prior to selling, marketing or delivering such Product, or entering into the agreement to sell, market or deliver such Product to a party other than Buyer, Seller or Seller’s 's Affiliates provide provides Buyer with a written offer to sell the Product on which provides Buyer the right to select in its sole discretion either the terms and conditions materially similar to the terms and conditions contained in this Agreement (including price unless the Seller Event of Default is pursuant to Sections 11.1(b)(iiprice) or (iv) the terms and Seller has demonstrated conditions to Buyer’s reasonable satisfaction that such delays did not result from Seller’s actions or failure to take commercially reasonable actionswhich the third party agreed, then excluding price) and Buyer Xxxxx fails to accept such offer within forty-five (45) days of Xxxxx’s Buyer's receipt thereof. Neither Seller nor Seller’s 's Affiliates may sell or transfer the Facility, or any part thereof, or land rights or interests in the Site (including the interconnection queue position of the FacilityInterconnection Queue Position) so long as the limitations contained in this Section 11.6 apply, unless the transferee agrees to be bound by the terms set forth in this Section 11.6 pursuant to a written agreement approved by Buyer in its reasonable discretionBuyer. Seller shall indemnify and hold Buyer harmless from all benefits lost and other damages sustained by Xxxxx as a result of any breach by Seller of its covenants contained within this Section 11.6.

Limitation on Seller’s Ability. to Make or Agree to Third-Party Sales from the Facility after Early Termination Date. If this the Agreement is terminated by Buyer prior to the Commercial Operation Date due to Seller’s Event of Default, neither Seller nor Seller’s 's Affiliates may sell, market or deliver any Product associated with or attributable to the Facility to a party other than Buyer for a period of two (2) years following the Early Termination Date due to Seller’s Event of Default, unless prior to selling, marketing or delivering such Product, or entering into the agreement to sell, market or deliver such Product to a party other than Buyer, Seller or Seller’s Affiliates provide Buyer with a written offer to sell the Product on which provides Buyer the right to select in its sole discretion either the terms and conditions materially similar to the terms and conditions contained in this Agreement (including price unless the Seller Event of Default is pursuant to Sections 11.1(b)(iiprice) or (iv) the terms and Seller has demonstrated conditions to Buyer’s reasonable satisfaction that such delays did not result from Seller’s actions or failure to take commercially reasonable actionswhich the third party agreed, then excluding price) and Buyer fails to accept such offer within forty-five (45) days of XxxxxBuyer’s receipt thereof. Neither Seller nor Seller’s Affiliates may sell or transfer the Facility, or any part thereof, or land rights or interests in the Site (including the interconnection queue position of the Facility) so long as the limitations contained in this Section 11.6 apply, unless the transferee agrees to be bound by the terms set forth in this Section 11.6 pursuant to a written agreement approved by Buyer in its reasonable discretionBuyer. Seller shall indemnify and hold Buyer harmless from all benefits lost and other damages sustained by Xxxxx as a result of any breach by Seller of its covenants contained within this Section 11.6.

Limitation on Seller’s Ability. to Make or Agree to Third-Party Sales from the Facility after Early Termination Date. If this the Agreement is terminated by Buyer prior to the Commercial Operation Date due to Seller’s Event of Default, neither Seller nor Seller’s 's Affiliates may sell, market or deliver any Product associated with or attributable to the Facility to a party other than Buyer for a period of two (2) years following the Early Termination Date due to Seller’s Event of Default, unless prior to selling, marketing or delivering such Product, or entering into the agreement to sell, market or deliver such Product to a party other than Buyer, Seller or Seller’s Affiliates provide Buyer with a written offer to sell the Product to Buyer on terms and conditions (including price) materially similar to the terms and conditions contained those set forth in this Agreement (including price unless the Seller Event of Default is pursuant to Sections 11.1(b)(ii) or (iv) and Seller has demonstrated to Buyer’s reasonable satisfaction that such delays did not result from Seller’s actions or failure to take commercially reasonable actionsAgreement, then excluding price) and Buyer fails to accept such offer within forty-five (45) days of XxxxxBuyer’s receipt thereof. Neither Seller nor Seller’s Affiliates may sell or transfer the Facility, or any part thereof, or land rights or interests in the Site (including the interconnection queue position of the Facility) so long as the limitations contained in this Section 11.6 apply, unless the transferee agrees to be bound by the terms set forth in this Section 11.6 pursuant to a written agreement reasonably approved by Buyer in its reasonable discretionBuyer. Seller shall indemnify and hold Buyer harmless from all benefits lost and other damages sustained by Xxxxx Buyer as a result of any breach by Seller of its covenants contained within this Section 11.6.

Limitation on Seller’s Ability. to Make or Agree to Third-Party Sales from the Facility after Early Termination Date. If this the Agreement is terminated by Buyer prior to the Commercial Operation Date due to Seller’s Event of Default, neither Seller nor Seller’s 's Affiliates may sell, market or deliver any Product associated with or attributable to the Facility to a party other than Buyer for a period of two (2) years following the Early Termination Date due to Seller’s Event of Default, unless prior to selling, marketing or delivering such Product, or entering into the agreement to sell, market or deliver such Product to a party other than Buyer, Seller or Seller’s Affiliates provide Buyer with a written offer to sell the Product on terms and conditions materially similar to the terms and conditions contained in this Agreement (including price unless the Seller Event of Default is pursuant to Sections 11.1(b)(ii) or (iv) and Seller has demonstrated to Buyer’s reasonable satisfaction that such delays did not result from Seller’s actions or failure to take commercially reasonable actionsprice), then excluding price) and Buyer fails to accept such offer in writing within forty-five (45) days of XxxxxBuyer’s receipt thereof. Neither Seller nor Seller’s Affiliates may sell or transfer the Facility, or any part thereof, or land rights or interests in the Site (including Seller’s interest in the interconnection queue position of the FacilityInterconnection Queue Position) so long as the limitations contained in this Section 11.6 apply, unless the transferee agrees to be bound by the terms set forth in this Section 11.6 pursuant to a written agreement approved by Buyer in its reasonable discretionBuyer. Seller shall indemnify and hold Buyer harmless from all benefits lost and other damages sustained by Xxxxx as a result of any breach by Seller of its covenants contained within this Section 11.6.