No Assignment, Change of Control, Binding Effect Sample Clauses

No Assignment, Change of Control, Binding Effect. (A) NYSERDA’sSeller’s consent shall not be required for SellerPurchaser to either (a) pledge or assign the Project Company, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing or tax equity arrangements, or (b) assign the Project Company and this Agreement to an affiliate if (1) the then-current Contract Security as defined in the REC Agreement remains in place, and (2) an Interconnection Agreement has been executed for the Project Company. Upon Seller’sPurchaser’s reasonable request, NYSERDASeller shall execute a consent to assignment associated with a financing in a commercially reasonable form acceptable to NYSERDA and Seller.Purchaser. For purposes of this definition, “control” shall mean ownership or control, directly or indirectly, of at least fifty percent (50%) of the shares having voting rights, or other equivalent rights of the subject entity entitled to vote.
Sample 1
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No Assignment, Change of Control, Binding Effect. Seller’s consent shall not be required for Purchaser to either (a) pledge or assign the Project Company, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing or tax equity arrangements, or (b) assign the Project Company and this Agreement to an affiliate if (1) the then-current Contract Security as defined in the REC Agreement remains in place, and (2) an Interconnection Agreement has been executed for the Project Company. Upon Purchaser’s reasonable request, Seller shall execute a consent to assignment associated with a financing in a commercially reasonable form acceptable to Purchaser. For purposes of this definition, “
Sample 1

Related to No Assignment, Change of Control, Binding Effect

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

  • Governing Law THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • Counterparts This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

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