Permitted Assignments by Seller. NYSERDA’s consent shall not be required for Seller to either (a) pledge or assign the Selected Project, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing arrangements, or (b) assign the Selected Project and this Agreement to an affiliate if the then-current Contract Security remains in place. Upon Seller’s reasonable request, NYSERDA shall execute a consent to assignment associated with a financing in a commercially reasonable form acceptable to NYSERDA and Seller. For purposes of this Section 8.02, the term “affiliate” shall include any company, corporation, or other entity that controls, is controlled by, or is under common control with Seller, but only for so long as such control, directly or indirectly, meets the following definition. 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.
Permitted Assignments by Seller. Notwithstanding Section 8.01, NYSERDA’s consent shall not be required for Seller to either (a) pledge or assign the Selected Project, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing arrangements, or (b) assign the Selected Project and this Agreement to an Affiliate if the then-current Contract Security remains in place. Upon Seller’s reasonable request, XXXXXXX shall execute a consent to assignment associated with a financing in a commercially reasonable form acceptable to NYSERDA and Seller.
Permitted Assignments by Seller. NYSERDA’s consent shall not be required for Seller to either (a) pledge or assign the Selected Project, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing arrangements, or (b) assign the Selected Project and this Agreement to an affiliate if the then-current Contract Security remains in place. Upon Seller’s reasonable request, XXXXXXX shall execute a consent to assignment associated with a financing in a commercially reasonable form acceptable to NYSERDA and Seller. For purposes of this Section 8.02, the term “affiliate” shall include any company, corporation, or other entity that controls, is controlled by, or is under common control with Seller, but only for so long as such control, directly or indirectly, meets the following
Permitted Assignments by Seller. Notwithstanding anything to the contrary herein, Seller may assign all or a portion of its rights and obligations hereunder to (i) an Affiliate of Seller or (ii) to the purchaser of substantially all of the assets of Seller, or to an entity that purchases one or more of the Facilities or, prior to the construction of any of the Facilities, the development rights thereto. In the event of any such assignment, Seller shall provide written notice within 10 Business Days of such Assignment to Buyer of the existence of such assignment, together with the name and address of the assignee, and documentation establishing that the assignee has assumed (or, as of the effective date of such assignment, will have assumed) all or a portion of Seller's rights and obligations under this Agreement. In addition, in the event of an assignment under clause (ii) above, promptly following Buyer's request, Seller and/or such assignee shall reasonably demonstrate to Buyer the assignee's ability (itself or through use of the services of qualified third parties) to perform its obligations under this Agreement, which documentation shall contain a representation from the assignee that it has adequate financial ability (taking into account, among other things, Project revenues) and technical ability (itself or through use of the services of third parties) to perform its obligations under this Agreement, provided that the assignee shall not be required to possess ability that exceeds that of Seller as of the Effective Date. Buyer agrees to promptly execute any document reasonably requested by Seller in acknowledgement of such assignment and in consent thereto in accordance with the provisions hereof, provided that Seller and/or such assignee has complied with the applicable provisions of this Section 15.2. Following an assignment permitted under this Section 15.2, except to the extent provided by the terms of such assignment and except to the extent that the assignee has assumed only a portion of Seller's rights and obligations hereunder, Seller shall have no liability arising under this Agreement after the effective date of such assignment for avoidance of doubt, Buyer acknowledges that for financing or other reasons, it may be necessary or desirable for Seller to arrange for construction and/or ownership of separate facilities by separate project entities and that allocation of Seller's rights and obligations with respect to such project entities may be accomplished through exercise o...
Permitted Assignments by Seller. Notwithstanding Section 8.01, NYSERDA’s consent shall not be required for Seller to either (a) pledge or assign the Bid Facility, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing arrangements, or (b) assign the Bid Facility and this Agreement to an affiliate if the then-current Contract Security remains in place. Upon Seller’s reasonable request, XXXXXXX shall execute a consent to assignment associated with a financing in a form reasonably acceptable to NYSERDA and Seller. For purposes of this Section 8.02, the term “affiliate” shall include any company, corporation, or other entity that, directly or indirectly, controls, is controlled by, or is under common control with Seller. 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.
Permitted Assignments by Seller. NYSERDA’s consent shall not be required for Seller to either (a) pledge or assign the Selected Project, this Agreement, or the accounts, revenues, or proceeds from this Agreement in connection with financing arrangements, or (b) assign the Selected Project and this Agreement to an affiliate if the then-current Contract Security remains in place. Upon Seller’s reasonable request, NYSERDA shall execute a consent to assignment or other documents (including estoppel certificates related to any financing) associated with a financing in a commercially reasonable form acceptable to NYSERDA and Seller. For purposes of this Section 8.02, the term “affiliate” shall include any company, corporation, or other entity that controls, is controlled by, or is under common control with Seller, but only for so long as such control, directly or indirectly, meets the following definition. 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.
