Common use of Obligations with Regard to Third Party Off-Takers Clause in Contracts

Obligations with Regard to Third Party Off-Takers. Lessor acknowledges that BREP anticipates utilizing the Xxxx Center Plant Assets to provide Thermal Services to Third Party Off-takers for compensation payable to BREP. Accordingly, BREP may enter into Third Party Agreements with Third Party Off-takers on such commercial and other terms and conditions as BREP may deem appropriate with any Person; provided, that all such Third Party Agreements will expressly state (i) that the provision of Thermal Services to such Third Party Off-taker is subordinate to BREP’s obligation to provide Thermal Services to the Xxxx Center Building, (ii) that the Third Party Agreement may be terminated by BREP upon termination of this Lease, and (iii) that such Third Party Off-taker will release Lessor and its Affiliates from any claims arising thereunder (unless Lessor later assumes such Third Party Agreement pursuant to Section 9.2). BREP shall provide a copy of any Third Party Agreement with Third Party Off-takers upon written request of Lessor, subject to BREP’s right to redact certain commercial terms therefrom. BREP shall be responsible for designing and constructing any Third Party Distribution Systems necessary to supply Third Party Off-takers with Thermal Services. Title to all Third Party Distribution Systems shall be vested in BREP or BREP’s Trustee.

Obligations with Regard to Third Party Off-Takers. Lessor acknowledges that BREP anticipates utilizing the Xxxx Shaw Center Plant Assets to provide Thermal Services to Third Party Off-takers for compensation payable to BREP. Accordingly, BREP may enter into Third Party Agreements with Third Party Off-takers on such commercial and other terms and conditions as BREP may deem appropriate with any Person; provided, that all such Third Party Agreements will expressly state (i) that the provision of Thermal Services to such Third Party Off-taker is subordinate to BREP’s obligation to provide Thermal Services to the Xxxx Shaw Center Building, (ii) that the Third Party Agreement may be terminated by BREP upon termination of this Lease, and (iii) that such Third Party Off-taker will release Lessor and its Affiliates from any claims arising thereunder (unless Lessor later assumes such Third Party Agreement pursuant to Section 9.2). BREP shall provide a copy of any Third Party Agreement with Third Party Off-takers upon written request of LessorXxxxxx, subject to BREP’s right to redact certain commercial terms therefrom. BREP shall be responsible for designing and constructing any Third Party Distribution Systems necessary to supply Third Party Off-takers with Thermal Services. Title to all Third Party Distribution Systems shall be vested in BREP or BREP’s Trustee.

Obligations with Regard to Third Party Off-Takers. Lessor acknowledges that BREP anticipates utilizing the Xxxx Center Plant Assets to provide Thermal Services to Third Party Off-takers for compensation payable to BREP. Accordingly, BREP may enter into Third Party Agreements with Third Party Off-takers on such commercial and other terms and conditions as BREP may deem appropriate with any Person; provided, that all such Third Party Agreements will expressly state (i) that the provision of Thermal Services to such Third Party Off-taker is subordinate to BREP’s obligation to provide Thermal Services to the Xxxx Center Building, (ii) that the Third Party Agreement may be terminated by BREP upon termination of this Lease, and (iii) that such Third Party Off-taker will release Lessor and its Affiliates from any claims arising thereunder (unless Lessor later assumes such Third Party Agreement pursuant to Section 9.2). BREP shall provide a copy of any Third Party Agreement with Third Party Off-takers upon written request of LessorXxxxxx, subject to BREP’s right to redact certain commercial terms therefrom. BREP shall be responsible for designing and constructing any Third Party Distribution Systems necessary to supply Third Party Off-takers with Thermal Services. Title to all Third Party Distribution Systems shall be vested in BREP or BREP’s Trustee.