Common use of Permitted Assignment Clause in Contracts

Permitted Assignment. (a) NEA shall have the right to assign all or any portion of its rights or obligations under this Agreement without the consent of CECO solely for financing purposes to existing and any future lenders secured, in whole or in part, by interests in the Facility, NEA’s contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders shall not operate to relieve NEA of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s), the lender(s) or trustee(s) shall be entitled to assign this Agreement to any third-party transferee designated by such lender(s) or trustee(s), provided that CECO determines, in CECO’s reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s obligations hereunder. (b) CECO shall have the right to assign this Agreement in connection with a CECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load in NEPOOL and (ii) the proposed assignee’s credit rating as established by Xxxxx’x or S&P is equal to or better than that of CECO at the time of the proposed assignment (provided, that any such rating that is on “watch” for downgrading shall not satisfy the credit rating criteria described in clause (ii)). (c) If either Party assigns this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance reasonably satisfactory to the non-assigning Party) of all of the obligations of the assigning Party hereunder by such assignee. (d) An assignment of this Agreement pursuant to this Section 13.2 shall not release or discharge the assignor from its obligations hereunder unless the assignee executes a written assumption agreement in accordance with Section 13.2(c) hereof.

Permitted Assignment. (a) NEA shall have the right to assign all or any portion of its rights or obligations under this Agreement without the consent of CECO BECO solely for financing purposes to existing and any future lenders secured, in whole or in part, by interests in the Facility, NEA’s contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders shall not operate to relieve NEA of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s), the lender(s) or trustee(s) shall be entitled to assign this Agreement to any third-party transferee designated by such lender(s) or trustee(s), provided that CECO BECO determines, in CECOBECO’s reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s obligations hereunder. (b) CECO BECO shall have the right to assign this Agreement in connection with a CECO BECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load in NEPOOL and (ii) the proposed assignee’s credit rating as established by Xxxxx’x or S&P is equal to or better than that of CECO BECO at the time of the proposed assignment (provided, that any such rating that is on “watch” for downgrading shall not satisfy the credit rating criteria described in clause (ii)). (c) If either Party assigns this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance reasonably satisfactory to the non-assigning Party) of all of the obligations of the assigning Party hereunder by such assignee. (d) An assignment of this Agreement pursuant to this Section 13.2 shall not release or discharge the assignor from its obligations hereunder unless the assignee executes a written assumption agreement in accordance with Section 13.2(c) hereof.

Permitted Assignment. This Agreement shall not be assignable by Seller without the prior written consent of Purchaser, except that this Agreement (a) NEA shall have may be assigned by Seller without the right requirement for such consent (but with notice to assign Purchaser) (i) to any Lender from time to time providing financing to Seller or its affiliate with respect to all or any portion of the Project or (iii) to any Lender or its rights designee in connection with a foreclosure or other exercise of remedies, and (b) unless otherwise waived by Purchaser, shall be assigned in whole or in part by Seller without the requirement for such consent (but with notice to Purchaser) in the event of a sale by Seller of all or a portion of Seller's interest in the Facility, with the purchaser of Seller's interest in the Facility assuming Seller's obligations under this Agreement without in the consent same percentage as the portion of CECO solely for financing purposes Seller's interest being transferred bears to existing and any future lenders secured, in whole or in part, by interests Seller's entire interest in the Facility, NEA’s contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders This Agreement shall not operate to relieve NEA be assignable by Purchaser without the prior written consent of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s)Seller, the lender(s) or trustee(s) shall be entitled to provided, however, that Purchaser may assign this Agreement to any third-party transferee designated by another Customer without the requirement for such lender(sconsent (but with notice to Seller) so long as such Customer has not experienced a Material Adverse Change under its PPA. Any such transferee, assignee or trustee(s), provided that CECO determines, in CECO’s reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s obligations hereunder. purchaser (b) CECO shall have the right to assign this Agreement other than a Lender through collateral assignment in connection with a CECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load in NEPOOL and (ii) the proposed assignee’s credit rating as established by Xxxxx’x lease or S&P is equal to or better than that of CECO at the time other financing transaction permitted under Section 6.2.8 of the proposed assignment (provided, that any such rating that is on “watch” for downgrading Ownership Agreement) shall not satisfy confirm its willingness to accept all of the credit rating criteria described in clause (ii)). (c) If either Party assigns assigning Party's obligations under this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance by writing reasonably satisfactory acceptable to the non-assigning Party. Any such assignee, transferee or purchaser (other than a Lender through collateral assignment in connection with a lease or other financing transaction permitted under Section 6.2.8 of the Ownership Agreement) must be sufficiently creditworthy and otherwise capable of performing all of the assigning Party's obligations under this Agreement. No assignment or transfer of this Agreement by a Party shall be permitted during any period in which an Event of Default of such Party shall have occurred and be continuing and not cured, unless the assigning other Party hereunder by such assignee. (d) An shall agree. No assignment of this Agreement pursuant to shall relieve the assigning Party of any of its obligations under this Section 13.2 shall not release or discharge Agreement, except that the assignor shall be released from its obligations under this Agreement at such time as all future obligations of the assignor hereunder unless shall have been assumed by the assignee executes in a written assumption agreement in accordance delivered to the other Party. Any assignment that does not comply with the provisions of this Section 13.2(c) hereof17 shall be null and void.

Permitted Assignment. (a) NEA shall have the right to assign all or any portion of its rights or obligations under this Agreement without the consent of CECO BECO solely for financing purposes to existing and any future lenders secured, in whole or in part, by interests in the Facility, NEA’s 's contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders shall not operate to relieve NEA of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s), the lender(s) or trustee(s) shall be entitled to assign this Agreement to any third-party transferee designated by such lender(s) or trustee(s), provided that CECO BECO determines, in CECO’s BECO's reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s 's obligations hereunder. (b) CECO BECO shall have the right to assign this Agreement in connection with a CECO BECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load in NEPOOL and (ii) the proposed assignee’s 's credit rating as established by Xxxxx’x Xxxxx'x or S&P is equal to or better than that of CECO BECO at the time of the proposed assignment (provided, that any such rating that is on “"watch” " for downgrading shall not satisfy the credit rating criteria described in clause (ii)). (c) If either Party assigns this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance reasonably satisfactory to the non-assigning Party) of all of the obligations of the assigning Party hereunder by such assignee. . (d) An assignment of this Agreement pursuant to this Section 13.2 shall not release or discharge the assignor from its obligations hereunder unless the assignee executes a written assumption agreement in accordance with Section 13.2(c) hereof.

Permitted Assignment. (a) NEA shall have the right to assign all or any portion of its rights or obligations under this Agreement without the consent of CECO BECO solely for financing purposes to existing and any future lenders secured, in whole or in part, by interests in the Facility, NEA’s contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders shall not operate to relieve NEA of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s), the lender(s) or trustee(s) shall be entitled to assign this Agreement to any third-party transferee designated by such lender(s) or trustee(s), provided that CECO BECO determines, in CECOBECO’s reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s obligations hereunder. (b) CECO BECO shall have the right to assign this Agreement in connection with a CECO BECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load toad in NEPOOL and (ii) the proposed assignee’s credit rating as established by Xxxxx’x or S&P is equal to or better than that of CECO BECO at the time of the proposed assignment (provided, that any such rating that is on “watch” for downgrading shall not satisfy the credit rating criteria described in clause (ii)). (c) If either Party assigns this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance reasonably satisfactory to the non-assigning Party) of all of the obligations of the assigning Party hereunder by such assignee. (d) An assignment of this Agreement pursuant to this Section 13.2 shall not release or discharge the assignor from its obligations hereunder unless the assignee executes a written assumption agreement in accordance with Section 13.2(c) hereof.

Permitted Assignment. (a) NEA shall have the right to assign all or any portion of its rights or obligations under this Agreement without the consent of CECO solely for financing purposes to existing and any future lenders secured, in whole or in part, by interests in the Facility, NEA’s 's contractual rights, or NEA or Affiliates of NEA. Such assignment to lenders shall not operate to relieve NEA of any duty or obligation under this Agreement. In connection with the exercise of remedies under the security documents relating to such financing(s), the lender(s) or trustee(s) shall be entitled to assign this Agreement to any third-party transferee designated by such lender(s) or trustee(s), provided that CECO determines, in CECO’s 's reasonable discretion, that such proposed transferee or assignee is qualified and capable to satisfy NEA’s 's obligations hereunder. (b) CECO shall have the right to assign this Agreement in connection with a CECO Reorganization Event to any assignee without the consent of NEA so long as (i) the proposed assignee serves load in NEPOOL and (ii) the proposed assignee’s 's credit rating as established by Xxxxx’x Xxxxx'x or S&P is equal to or better than that of CECO at the time of the proposed assignment (provided, that any such rating that is on “"watch” " for downgrading shall not satisfy the credit rating criteria described in clause (ii)). (c) If either Party assigns this Agreement as provided in this Section 13.2, then such Party shall cause to be delivered to the other Party an assumption agreement (in form and substance reasonably satisfactory to the non-assigning Party) of all of the obligations of the assigning Party hereunder by such assignee. . (d) An assignment of this Agreement pursuant to this Section 13.2 shall not release or discharge the assignor from its obligations hereunder unless the assignee executes a written assumption agreement in accordance with Section 13.2(c) hereof.