No Assignment; Amendment. This Guaranty shall not be assigned by operation of Law or otherwise. This Guaranty may be amended only by an instrument in writing executed by Guarantor and Seller.
No Assignment; Amendment. This AGREEMENT shall be binding upon and inure to the benefit of the respective successors and assigns of the parties; provided, however that USER may not assign this AGREEMENT without the prior written consent of UNIVERSITY and INSTITUTION. UNIVERSITY may assign this AGREEMENT only with the prior written consent of INSTITUTION and INSTITUTION may assign this Agreement only with the prior written consent of UNIVERSITY. Any amendment to this Agreement must be in writing and signed by UNIVERSITY and INSTITUTION; provided, however, any amendment to the rights or obligations of USER hereunder shall also require the written consent of USER.
No Assignment; Amendment. (a) Neither this commitment letter, the Rollover Agreement, the Exchange Agreement nor any of Parent’s or the Investor’s or Family Stockholders’ rights or obligations hereunder or thereunder shall be assigned or otherwise transferred by Parent, the Investor or the Family Stockholders without the prior written consent of Parent, the Investor and the Family Stockholders, and any purported assignment or transfer without such consent shall be null and void; provided that, with the prior written consent of Parent (which may be withheld in Parent’s sole discretion), the Investor and KDC may assign or transfer a portion of their Commitment to any Person (a “Permitted Assignee”), provided that no such assignment or transfer shall reduce the Commitment or relieve the Investor and KDC of their joint and several obligations under this commitment letter, and provided further that any Permitted Assignee shall, as a condition to any such assignment or transfer, execute a joinder agreement, in form and substance reasonably satisfactory to Parent, whereby the Permitted Assignee agrees to be bound by the provisions of this Agreement applicable to the Investor and KDC with respect to the portion of the Commitment assigned or transferred to it. Neither this commitment letter, the Rollover Agreement or the Exchange Agreement may be amended or otherwise modified except in a writing duly executed by the Investor, the Family Stockholders, Parent and the Company. No failure or delay by any party in exercising any rights under this commitment letter shall operate as a waiver hereof.
No Assignment; Amendment. This Commitment Letter and the Fee Letter may not be assigned by either of the Sponsor Entities to any other person or entity, but all of the obligations of the Sponsor Entities hereunder and under the Fee Letter shall be binding upon the successors and assigns of the Sponsor Entities. This Commitment Letter and the Fee Letter may not be amended or modified except in writing executed by each of the parties hereto.
No Assignment; Amendment. (a) Neither this commitment letter nor any of Parent’s or the Investor’s rights or obligations hereunder shall be assigned or otherwise transferred by Parent or the Investor without the prior written consent of Parent and the Investor, and any purported assignment or transfer without such consent shall be null and void; provided that, without the prior written consent of Parent, the Investor may assign or transfer a portion of its Commitment to one or more of its Affiliates (a “Permitted Assignee”), provided that no such assignment or transfer shall reduce the Commitment or relieve the Investor of its obligations under this commitment letter, and provided further that any Permitted Assignee shall, as a condition to any such assignment or transfer, execute a joinder agreement, in form and substance reasonably satisfactory to Parent, whereby the Permitted Assignee agrees to be bound by the provisions of this Agreement and the Equity Agreement(s) applicable to the Investor with respect to the portion of the Commitment assigned or transferred to it. This commitment letter may not be amended or otherwise modified except in a writing duly executed by the Investor, Parent and the Company. No failure or delay by any party in exercising any rights under this commitment letter shall operate as a waiver hereof.
No Assignment; Amendment. BECo and CECo are the sole owners of all right, title and interest of the power purchaser in, to and under the Power Purchase Agreements and have not assigned or otherwise transferred their rights or obligations under the Power Purchase Agreements to any third party. As of the Closing Date no amendment or modification of the Power Purchase Agreements is effective, except as identified in Schedule A hereof. As of the Closing Date no further amendment or modification of the Power Purchase Agreements will be effective or pending nor shall the Utility have assigned or otherwise transferred its rights or obligations under the Power Purchase Agreements, except pursuant to the Amended and Restated Power Purchase Agreements and the New PPA Amendments, if any.
No Assignment; Amendment. 11.1 This agreement is personal as between the Parties and neither Party can assign the benefit of this Agreement without the other Party’s prior written consent.
No Assignment; Amendment. This Commitment Letter and the Fee Letter may not be assigned by any Borrower or any Regions Entity to any other person or entity; provided, that, without limiting the foregoing restriction, all of the obligations of each Borrower hereunder and under the Fee Letter shall be binding upon the successors and assigns of such Borrower and each Regions Entity, respectively. No amendment, waiver, or modification of any provision hereof shall in any event be effective unless in writing and signed by the parties hereto and then only in the specific instance and for the specific purpose for which given. The section headings contained herein have been inserted as a matter of convenience of reference and are not part of this Commitment Letter.
No Assignment; Amendment. JCP&L is the sole owner of all right, title and interest of the power purchaser in, to and under the Power Purchase Agreement and has not assigned or otherwise transferred its rights or obligations under the Power Purchase Agreement to any third party. As of the Contract Date, no amendment or modification of the Power Purchase Agreement is effective except as identified in Recital A hereof. As of the Closing Date, no further amendment or modification of the Power Purchase Agreement will be effective or pending nor shall JCP&L have assigned or otherwise transferred its rights or obligations under the Power Purchase Agreement, except pursuant to the Amended and Restated Power Purchase Agreement. ARTICLE 3
No Assignment; Amendment. This Commitment Letter and the Fee Letter may not be assigned by any party hereto or thereto to any other person or entity. All of the obligations of each party hereto or thereto under this Commitment Letter or the Fee Letter shall be binding upon the successors and permitted assigns of such party. This Commitment Letter and the Fee Letter may not be amended or modified except in writing executed by each of the parties hereto. Arc Terminals Holdings LLC February 19, 2015
