Common use of Permitted Assignment to Lenders Clause in Contracts

Permitted Assignment to Lenders. (a) The Agency consents to the collateral assignment of the Company’s rights under this Agreement to the Lenders pursuant to the Financing Agreements and agrees: (i) To afford the Lenders a reasonable opportunity to remedy any default by the Company or any other event or occurrence which gives the Agency the right to terminate or suspend this Agreement; (ii) In the event of a default under the Financing Agreements and a foreclosure sale of the Company’s interest in the Facilities, to accept the purchaser of the Company’s interest as the successor to the Company under this Agreement, provided that such purchaser (A) if the Operations Start Date has not occurred, has reasonable access to funding necessary to achieve the Operations Start Date on or before the Required Operations Start Date, and (B) meets all legal, technical, and financial qualifications of an operator set by the Agency for the Project, assumes the performance of the Company’s obligations under this Agreement (except those obligations that by their nature cannot performed by any person other than the Company), cures all outstanding payment defaults of the Company under this Agreement, and makes provision reasonably satisfactory to the Agency for the cure of all other outstanding defaults of the Company under this Agreement; and (iii) In the event of an acceleration of the loans under the Financing Agreements, to enter into, at the request of the Lenders, a replacement agreement substantially similar to this Agreement but that in no event increases the Agency’s liabilities with the Lenders or their designee. The Company acknowledges and agrees that any collateral assignment to the Lenders pursuant to the Financing Agreements shall not relieve the Company of its obligations to the Agency under this Agreement. (b) The Agency agrees to enter into an acknowledgment and consent agreement with the Lenders as to the foregoing matters and as to such other matters of a type customarily dealt with in a consent to an assignment for security purposes of a borrower’s interest in a contract as the Lenders may reasonably request.

Permitted Assignment to Lenders. (a) The Agency consents to the collateral assignment of the Company’s rights under this Agreement to the Lenders pursuant to the Financing Agreements and agrees: (i) To afford the Lenders a reasonable opportunity to remedy any default by the Company or any other event or occurrence which gives the Agency the right to terminate or suspend this Agreement; (ii) In the event of a default under the Financing Agreements and a foreclosure sale of the Company’s interest in the New ICT Services and Facilities, to accept the purchaser of the Company’s interest as the successor to the Company under this Agreement, provided that such purchaser (A) if the Operations Start In-Service Date has not occurred, has reasonable access to funding necessary to achieve the Operations Start In-Service Date on or before the Required Operations Start In-Service Date, and (B) meets all legal, technical, and financial qualifications of an operator set by the Agency for the Project, assumes the performance of the Company’s obligations under this Agreement (except those obligations that by their nature cannot performed by any person other than the Company), cures all outstanding payment defaults of the Company under this Agreement, and makes provision reasonably satisfactory to the Agency for the cure of all other outstanding defaults of the Company under this Agreement; and (iii) In the event of an acceleration of the loans under the Financing Agreements, to enter into, at the request of the Lenders, a replacement agreement substantially similar to this Agreement but that in no event increases the Agency’s liabilities with the Lenders or their designee. The Company acknowledges and agrees that any collateral assignment to the Lenders pursuant to the Financing Agreements shall not relieve the Company of its obligations to the Agency under this Agreement. (b) The Agency agrees to enter into an acknowledgment and consent agreement with the Lenders as to the foregoing matters and as to such other matters of a type customarily dealt with in a consent to an assignment for security purposes of a borrower’s interest in a contract as the Lenders may reasonably request.