Common use of Rights Upon Event of Default Clause in Contracts

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: The Financing Party, as owner of the System, or as collateral assignee of this Agreement, shall be entitled to exercise, in the place and stead of Entity Name, any and all rights and remedies of Entity Name under this Agreement in accordance with the terms of this Agreement. The Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, generally with respect to this Agreement and the System; The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name thereunder or cause to be cured any default of Entity Name hereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name under this Agreement or (unless the Financing Party has succeeded to Entity Name’s interests under this Agreement) to perform any act, duty or obligation of Entity Name under this Agreement, but the Town hereby gives it the option to do so; Upon the exercise of remedies, including any sale of the System by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: i. The Financing PartyLender, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameProvider, any and all rights and remedies of Entity Name Provider under this Agreement in accordance with the terms of this Agreement. The Financing Party Lender shall also be entitled to exercise all rights and remedies of owners or secured parties, respectivelyor the owner of the System, generally with respect to this Agreement and the System; provided that any Assignment or transfer of this Agreement shall only be made to a Qualified Assignee. ii. The Financing Party Lender shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Provider thereunder or cause to be cured any default of Entity Name hereunder Provider thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party Lender to cure any default of Entity Name Provider under this Agreement or (unless the Financing Party Lender has succeeded to Entity NameProvider’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Provider under this Agreement, but the Town Host hereby gives it the option to do so; provided that if the Lender, directly or indirectly, takes possession of, or title to, the System pursuant to possession by a receiver or title by foreclosure, then the Lender will (a) cure any Provider Defaults hereunder to the extent that such defaults are capable of being cured by Xxxxxx, as a condition to such taking of possession or title, and (b) assume all of Provider’s pre-existing, current and future obligations under this Agreement. iii. Upon the exercise of remediesremedies under its security interests or enforcement rights in the System, including any sale of the System thereof by the Financing PartyLender, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Provider to the Financing Party Lender (or any assignee of the Financing PartyQualified Assignee) in lieu thereof, the Financing Party Lender shall (A) cause the purchaser or transferee of the System to assume all of the Provider’s rights and obligations under this Agreement and (B) give notice to the Town Host of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Provider under the United States Bankruptcy Code, (A) at the request of Financing Party Lender made within ninety (90) days of such termination or rejection, the Town Host shall enter into a new agreement with Financing Party Lender or its assignee Qualified Assignee having substantially the same terms and conditions as this AgreementAgreement and (B) Lender shall or shall cause its Qualified Assignee to enter into a new agreement with Host having the same terms and conditions as this Agreement if Host so requests within ninety (90) days after such termination.

Rights Upon Event of Default. Notwithstanding any contrary term (a) After the occurrence and during the continuation of this Agreement: The Financing Partyan Event of Default under the Indenture, as owner of the System, or as collateral assignee of this Agreement, Trustee shall be entitled to exerciseentitled, in the place and stead of Entity Namethe Issuer, to exercise any and all rights and remedies of Entity Name the Issuer under this the Assigned Agreement in accordance with the terms of this the Assigned Agreement. The Financing Without limiting the generality of the foregoing, the Trustee shall have the full right and power to enforce directly against the Consenting Party shall also be entitled all obligations of the Consenting Party under the Assigned Agreement and otherwise to exercise all rights and remedies of owners or secured parties, respectively, generally with respect to this Agreement and the System; thereunder. (b) The Financing Party Trustee shall have the right, but not the obligation, to pay all sums due under this the Assigned Agreement and to perform any other act, duty or obligation required of Entity Name the Issuer thereunder or cause to be cured any default of Entity Name hereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name under this Agreement or (unless the Financing Party Issuer thereunder at any time. Unless the Trustee has succeeded to Entity Name’s the Issuer's interests under this the Assigned Agreement) , nothing herein shall require the Trustee to cure any default of the Issuer under the Assigned Agreement or to perform any act, duty or obligation of Entity Name the Issuer under this the Assigned Agreement, but shall only give the Town hereby gives it Trustee the option to do so; Upon . (c) In the event of a foreclosure or other exercise of remedies, including remedies under the Security Documents or any sale of the System thereunder by the Financing PartyTrustee, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name the Issuer to the Financing Party (or any assignee of the Financing Party) Trustee in lieu thereof, the Financing Party Trustee shall give notice to the Town Consenting Party of the transferee or assignee of this the Assigned Agreement. Any such exercise of remedies in accordance with this subsection (c) shall not constitute a default under this Agreement; Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this Assigned Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: , during the continuation of an event of default by Owner under its agreements with Financing Party, provided that the Financing Party has agreed in writing to recognize Subscriber’s rights under the Agreement and to not disturb any of Subscriber’s rights thereunder: i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameOwner, any and all rights and remedies of Entity Name Owner under this Agreement in accordance with the terms of this Agreement. The Agreement and the Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; Agreement. ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Owner thereunder or cause to be cured any default of Entity Name hereunder Owner thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name Owner under this Agreement or (unless the Financing Party has succeeded to Entity NameOwner’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Owner under this Agreement, but the Town Subscriber hereby gives it the option to do so; Upon the . iii. The exercise of remediesremedies under its security interest in the Facility, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Owner to the Financing Party (or any assignee of the Financing Party) in lieu thereof), the Financing Party shall give notice to the Town of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Owner under the United States Bankruptcy CodeCode or any similar state law, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Subscriber shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding (a) After the occurrence and during the continuation of an Event of Default under the Indenture, the Trustee or its assignee or designee (including any contrary term of this Agreement: The Financing Party, as owner of the System, purchaser or as collateral assignee of this Agreement, transferee) shall be entitled to exerciseentitled, in the place and stead of Entity Namethe Issuer, to exercise any and all rights and remedies of Entity Name the Issuer under this Agreement the Assigned Agreements in accordance with the terms of this Agreementthe Assigned Agreements. The Financing Without limiting the generality of the foregoing, the Trustee or its assignee or designee (including any purchaser or transferee) shall have the full right and power to enforce directly against the Consenting Party shall also be entitled all obligations of the Consenting Party under the Assigned Agreements and otherwise to exercise all rights and remedies of owners or secured parties, respectively, generally with respect to this Agreement and the System; thereunder. (b) The Financing Party Trustee shall have the right, but not the obligation, to pay all sums due under this any Assigned Agreement and to perform any other act, duty duty, or obligation required of Entity Name the Issuer thereunder or cause to be cured any default of Entity Name hereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name the Issuer thereunder at any time. Nothing herein shall require the Trustee to cure any default of the Issuer under this an Assigned Agreement or (unless the Financing Party Trustee has succeeded to Entity Name’s the Issuer's interests under this such Assigned Agreement) to perform any act, duty duty, or obligation of Entity Name the Issuer under this an Assigned Agreement, but shall only give the Town hereby gives it Trustee the option to do so; Upon . (c) In the event of a foreclosure or other exercise of remedies, including remedies under the Security Documents or any sale of the System thereunder by the Financing PartyTrustee, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name the Issuer to the Financing Party (or any assignee of the Financing Party) Trustee in lieu thereof, the Financing Party Trustee may assign each Assigned Agreement to any entity. The Trustee shall give prompt notice to the Town Consenting Party of the transferee or assignee of this an Assigned Agreement. Any such exercise of remedies in accordance with this subsection (c) shall not constitute a default under this Agreement; Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this AgreementAssigned Agreements.

Rights Upon Event of Default. Notwithstanding any contrary term of this the Agreement: , upon the occurrence of an Event of Default as to System Owner: (a) The Financing PartyLender, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameSystem Owner, any and all rights and remedies of Entity Name System Owner under this Agreement in accordance with the terms of this Agreement. The Financing Party Lender shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; . (b) The Financing Party Lender shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name System Owner thereunder or cause to be cured any default of Entity Name hereunder System Owner thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires Lender will not be required, but will have the Financing Party option, to cure any default of Entity Name System Owner under this Agreement or (unless the Financing Party Lender has succeeded to Entity Name’s System Owner's interests under this Agreement, in which case Lender shall assume all System Owner rights and obligations hereunder) to perform any act, duty or obligation of Entity Name System Owner under this Agreement; provided, but however, upon the Town hereby gives it occurrence of an Event of Default as to System Owner, Host Customer shall have the option right to do so; purchase the System for the Early Termination Payment in lieu of the Lender effecting a cure of the subject System Owner Event of Default. (c) Upon the Lender's exercise of remediesremedies pursuant to any security interest in the System, including any sale of the System to, and only to, Host Customer, by the Financing Party, whether by judicial proceeding or under any power of sale contained thereinLender, or any conveyance from Entity Name System Owner to the Financing Party Lender (or any assignee Qualified Assignee of the Financing PartyLender) in lieu thereofof Lender's exercise of its remedies, the Financing Party shall Lender will give notice to the Town Host Customer of the transferee or assignee of this Agreement. Any such exercise of remedies (or conveyance) shall not of itself constitute a default an Event of Default under this Agreement; Upon Agreement as to Lender. (d) In the event of any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party the Lender made within ninety (90) days of such termination or rejection, the Town shall Host Customer will enter into a new agreement with Financing Party the Lender or its assignee Qualified Assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameSeller, any and all rights and remedies of Entity Name Seller under this Agreement in accordance with the terms of this Agreement. The Agreement and only in the event of Seller’s or Buyer’s default, the Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; . ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Seller thereunder or cause to be cured any default of Entity Name hereunder Seller thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name Seller under this Agreement or (unless the Financing Party has succeeded to Entity NameSeller’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Seller under this Agreement, but the Town Buyer hereby gives it the option to do so; iii. Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding proceeding, or under any power of sale contained therein, or any conveyance from Entity Name Seller to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Buyer of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Seller under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Buyer shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameOperator, any and all rights and remedies of Entity Name Operator under this Agreement in accordance with the terms of this Agreement. The Agreement and only in the event of Operator’s or Subscriber’s default the Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; . ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Operator thereunder or cause to be cured any default of Entity Name hereunder Operator thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name Operator under this Agreement or (unless the Financing Party has succeeded to Entity NameOperator’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Operator under this Agreement, but the Town Subscriber hereby gives it the option to do so; . iii. Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Operator to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Subscriber of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Operator under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Subscriber shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term Upon the occurrence and during the continuance of this Agreement: The Financing Party, as owner an Event of Default under the System, or as collateral assignee of this Letter Agreement, the Company shall be entitled to exercisein default hereunder and Secured Party shall have in any jurisdiction where enforcement is sought, in the place addition to all other rights and stead of Entity Nameremedies that Secured Party may have under this Agreement and under applicable law or in equity, any and all rights and remedies of Entity Name a secured party under this Agreement the Uniform Commercial Code as enacted in any such jurisdiction, and in addition the following rights and remedies, all of which may be exercised with or without further notice to Company: (a) to notify any Issuer of or obligors on any Pledged Collateral, that the same has been pledged to Secured Party and that all dividends and other payments thereon are to be made directly and exclusively to the Secured Party; to renew, extend, modify, amend, accelerate, accept partial payments on, make allowances and adjustments and issue credits with respect to, release, settle, compromise, compound, collect or otherwise liquidate, on terms acceptable to the Secured Party, in whole or in part, the Pledged Collateral and any amounts owing thereon or any guaranty or security therefor; to enter into any other agreement relating to or affecting the Pledged Collateral; and to give all consents, waivers and ratification with respect to the Pledged Collateral and exercise all other rights (including voting rights), powers and remedies and otherwise act with respect thereto as if the Secured Party were the owner thereof; (b) to enforce payment and prosecute any action or proceeding with respect to any and all of the Pledged Collateral and take or bring, in Secured Party’s names or in the name of the Company, all steps, actions, suits or proceedings deemed by the Secured Party necessary or desirable to effect collection of or to realize upon the Pledged Collateral; (c) in accordance with the terms of this Agreement. The Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, generally with respect to this Agreement and the System; The Financing Party shall have the right, but not the obligationapplicable law, to pay all sums due under this Agreement take possession of and operate or control the Pledged Collateral with or without judicial process; (d) to perform any other actendorse, duty or obligation required of Entity Name thereunder or cause to be cured any default of Entity Name hereunder in the time name of the Company, all checks, notes, drafts, money orders, instruments and manner provided by other evidences of payment relating to the terms Pledged Collateral; (e) to transfer any or all of this Agreement. Nothing herein requires the Financing Pledged Collateral into the name of the Secured Party or its nominee or nominees; and (f) in accordance with applicable law, to cure any default of Entity Name foreclose the liens and security interests created under this Agreement or (unless under any other agreement relating to the Financing Party has succeeded Pledged Collateral by any available judicial procedure or without judicial process, and to Entity Name’s interests under this Agreement) to perform any actsell, duty assign or obligation of Entity Name under this Agreement, but the Town hereby gives it the option to do so; Upon the exercise of remedies, including any sale otherwise dispose of the System by the Financing PartyPledged Collateral or any part thereof, whether by judicial proceeding either at public or under private sale or at any power of sale contained thereinbroker’s board or securities exchange, in lots or in bulk, for cash, on credit or on future delivery, or any conveyance from Entity Name otherwise, with or without representations or warranties, and upon such terms as shall be acceptable to the Financing Party (or any assignee Secured Party; all at the sole option of and in the sole discretion of the Financing Secured Party) in lieu thereof, the Financing Party shall give notice to the Town of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: , during the continuation of an event of default by Owner under its agreements with Financing Party, provided that the Financing Party has agreed in writing to recognize Subscriber’s rights under the Agreement and to not disturb any of Subscriber’s rights thereunder: i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameOwner, any and all rights and remedies of Entity Name Owner under this Agreement in accordance with the terms of this Agreement. The Agreement and the Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; Agreement. ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Owner thereunder or cause to be cured any default of Entity Name hereunder Owner thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name Owner under this Agreement or (unless the Financing Party has succeeded to Entity NameOwner’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Owner under this Agreement, but the Town Subscriber hereby gives it the option to do so; . iii. Upon the exercise of remediesremedies under its security interest in the Facility, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Owner to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town of the transferee or assignee of this Agreement). Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Owner under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Subscriber shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity Name, any and all rights and remedies of Entity Name under this Agreement in accordance with the terms of this Agreement. The Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; , subject to Town of Bedford’s rights under this Agreement. ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Lodestar thereunder or cause to be cured any default of Entity Name hereunder Lodestar thereunder in the time and manner provided by the terms of this Agreement. Nothing Unless the Financing Party has succeeded to Lode- star’s interests under this Agreement, nothing herein requires the Financing Party to cure any default of Entity Name Lodestar under this Agreement or (unless the Financing Party has succeeded to Entity Name’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Lodestar under this Agreement, but the Town of Bedford hereby gives it the option to do so; so and does not waive its rights to pursue any available remedy for failure to cure a default. iii. Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Lodestar to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town of Bedford of the transferee or assignee of this Agreement. Any such exercise of remedies shall not not, in and of itself, constitute a default of the assignment provisions under this Agreement; Upon , provided that any rejection or other termination assignment of this Agreement pursuant in such circumstances is to any process undertaken with respect to Entity Name under a party that is acquiring the United States Bankruptcy Code, at System (or Lodestar’s leasehold interest in the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this AgreementSystem).

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameProvider, any and all rights and remedies of Entity Name Provider under this Agreement in accordance with the terms of this AgreementAgreement and only in the event of Provider’s or Host’s default. The the Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; . ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Provider thereunder or cause to be cured any default of Entity Name hereunder Provider thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name Provider under this Agreement or (unless the Financing Party has succeeded to Entity NameProvider’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Provider under this Agreement, but the Town Purchaser hereby gives it the option to do so; . iii. Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Provider to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Host of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Provider under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Host shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : 19.1.3.1 The Financing Party, as owner of the System, or as collateral assignee of this Agreement, shall be entitled to exercise, in the place and stead of Entity NameForeFront Power, any and all rights and remedies of Entity Name ForeFront Power under this Agreement in accordance with the terms of this AgreementAgreement and only in the event of ForeFront Power’s or Purchaser’s default. The Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; . 19.1.3.2 The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name ForeFront Power thereunder or cause to be cured any default of Entity Name hereunder ForeFront Power thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name ForeFront Power under this Agreement or (unless the Financing Party has succeeded to Entity NameForeFront Power’s interests under this Agreement) to perform any act, duty or obligation of Entity Name ForeFront Power under this Agreement, but the Town Purchaser hereby gives it the option to do so; . 19.1.3.3 Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name ForeFront Power to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Purchaser of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . 19.1.3.4 Upon any default not reasonably susceptible to cure by a Finance Party, including, without limitation, rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name ForeFront Power under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejectiondefault, the Town Purchaser shall enter into a new agreement with the Financing Party or its assignee designee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: The Financing Party, as owner of the System, or as collateral assignee of this Agreement, shall be entitled to exercise, in the place and stead of Entity NameForeFront Power, any and all rights and remedies of Entity Name ForeFront Power under this Agreement in accordance with the terms of this AgreementAgreement and only in the event of ForeFront Power’s or Purchaser’s default. The Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; System to the extent the Financing Party is a secured creditor. The Financing Party shall have the right, but not the obligation, obligation to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name ForeFront Power thereunder or cause to be cured any default of Entity Name hereunder ForeFront Power thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name ForeFront Power under this Agreement or (unless the Financing Party has succeeded to Entity NameForeFront Power’s interests under this Agreement) to perform any act, duty or obligation of Entity Name ForeFront Power under this Agreement, but the Town Purchaser hereby gives it the option to do so; . Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name ForeFront Power to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Purchaser of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . Upon any default not reasonably susceptible to cure by a Finance Party, including, without limitation, rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name ForeFront Power under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejectiondefault, the Town Purchaser shall enter into a new agreement with the Financing Party or its assignee designee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: The Financing PartyParties, as owner of the System, or as collateral assignee of this Agreementassignees, shall be entitled to exercise, in the place and stead of Entity NameSeller, any and all rights and remedies of Entity Name Seller under this the Agreement in accordance with the terms hereof and only in the event of this AgreementSeller’s or Buyer’s default. The Financing Party Parties shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this the Agreement and the System; applicable Generating Facilities. The Financing Party Parties shall have the right, but not the obligation, to pay all sums due under this Agreement the Agreements and to perform any other act, duty or obligation required of Entity Name Seller thereunder or cause to be cured any default of Entity Name hereunder Seller thereunder in the time and manner provided by the terms of this the Agreement. Nothing herein requires the Financing Party Parties to cure any default of Entity Name Seller under this Agreement the Agreements or (unless the Financing Party has Parties have succeeded to Entity NameSeller’s interests under this Agreementinterests) to perform any act, duty or obligation of Entity Name Seller under this Agreementthe Agreements, but the Town Buyer hereby gives it the Financing Parties the option to do so; . Upon the exercise of remediesremedies under the Security Interest, including any sale of the System thereof by the any Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Seller to the Financing Party Parties (or any assignee of the Financing PartyParties) in lieu thereof, the Financing Party Parties shall give notice to the Town Buyer of the transferee transfer or assignee assignment of this Agreementthe Agreements. Any such exercise of remedies shall not constitute a default under this Agreement; hereunder. Upon any rejection or other termination of this Agreement the Agreements pursuant to any process undertaken with respect to Entity Name Seller under the United States Bankruptcy Code, at the request of any Financing Party made within ninety (90) days of such termination or rejection, the Town Buyer shall enter into a new agreement with the Financing Party Parties or its any assignee thereof having substantially the same terms and conditions as this Agreementthe Agreements.

Rights Upon Event of Default. Notwithstanding (a) After the occurrence and during the continuation of an Event of Default under the Indenture, the Trustee or its assignee or designee (including any contrary term of this Agreement: The Financing Party, as owner of the System, purchaser or as collateral assignee of this Agreement, transferee) shall be entitled to exerciseentitled, in the place and stead of Entity Namethe Issuer, to exercise any and all rights and remedies of Entity Name the Issuer under this Agreement the Assigned Agreements in accordance with the terms of this Agreementthe Assigned Agreements. The Financing Without limiting the generality of the foregoing, the Trustee or its assignee or designee (including any purchaser or transferee) shall have the full right and power to enforce directly against the Consenting Party shall also be entitled all obligations of the Consenting Party under the Assigned Agreements and otherwise to exercise all rights and remedies of owners or secured parties, respectively, generally with respect to this Agreement and the System; thereunder. (b) The Financing Party Trustee shall have the right, but not the obligation, to pay all sums due under this any Assigned Agreement and to perform any other act, duty or obligation required of Entity Name the Issuer thereunder or cause to be cured any default of Entity Name hereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name the Issuer thereunder at any time. Nothing herein shall require the Trustee to cure any default of the Issuer under this an Assigned Agreement or (unless the Financing Party Trustee has succeeded to Entity Name’s the Issuer's interests under this such Assigned Agreement) to perform any act, duty or obligation of Entity Name the Issuer under this an Assigned Agreement, but shall only give the Town hereby gives it Trustee the option to do so; Upon . (c) In the event of a foreclosure or other exercise of remedies, including remedies under the Security Documents or any sale of the System thereunder by the Financing PartyTrustee, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name the Issuer to the Financing Party (or any assignee of the Financing Party) Trustee in lieu thereof, the Financing Party Trustee may assign an Assigned Agreement to any entity. The Trustee shall give prompt notice to the Town Consenting Party of the transferee or assignee of this an Assigned Agreement. Any such exercise of remedies in accordance with this subsection (c) shall not constitute a default under this Agreement; Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this AgreementAssigned Agreements.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity Namea Provider, any and all rights and remedies of Entity Name a Provider under this Agreement in accordance with the terms of this Agreement. The Financing Party Agreement and shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; System(s) subject to the Event of Default, subject to Off-Taker’s rights under this Agreement. ii. The Financing Party shall have the right, but not the obligation, to pay all sums allocate the Allocated Value due under this Agreement (with respect to Systems that are subject to the same lien or security of that Financing Party) and to perform any other act, duty or obligation required of Entity Name a Provider thereunder or cause to be cured any default of Entity Name hereunder such Provider thereunder in the time and manner provided by the terms of this Agreement. Nothing Unless the Financing Party has succeeded to a Provider’s interests under this Agreement, nothing herein requires the Financing Party to cure any default of Entity Name a Provider under this Agreement or (unless the Financing Party has succeeded to Entity Name’s interests under this Agreement) to perform any act, duty or obligation of Entity Name a Provider under this Agreement, but the Town Off-Taker hereby gives it the option to do so; so and does not waive Off- Taker’s rights to pursue any available remedy for failure to cure a default. iii. Upon the exercise of remediesremedies under its security interest in any Systems, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Provider to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Off-Taker of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default of the assignment provisions under this Agreement; Upon , provided that any rejection or other termination assignment of this Agreement pursuant in such circumstances is to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety a party that is acquiring such Systems (90) days of or a Provider’s leasehold interest in such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this AgreementSystems).

Rights Upon Event of Default. Notwithstanding (a) After the occurrence and during the continuation of an Event of Default under the Indenture, the Trustee shall or its assignee or designee (including any contrary term of this Agreement: The Financing Party, as owner of the System, purchaser or as collateral assignee of this Agreement, shall transferee) be entitled to exerciseentitled, in the place and stead of Entity Namethe Issuer, to exercise any and all rights and remedies of Entity Name the Issuer under this Agreement the Assigned Agreements in accordance with the terms of this Agreementthe Assigned Agreements. The Financing Without limiting the generality of the foregoing, the Trustee or its assignee or designee (including any purchaser or transferee) shall have the full right and power to enforce directly against the Consenting Party shall also be entitled all obligations of the Consenting Party under the Assigned Agreements and otherwise to exercise all rights and remedies of owners or secured parties, respectively, generally with respect to this Agreement and the System; thereunder. (b) The Financing Party Trustee shall have the right, but not the obligation, to pay all sums due under this any Assigned Agreement and to perform any other act, duty or obligation required of Entity Name the Issuer thereunder or cause to be cured any default of Entity Name hereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name the Issuer thereunder at any time. Nothing herein shall require the Trustee to cure any default of the Issuer under this an Assigned Agreement or (unless the Financing Party Trustee has succeeded to Entity Name’s the Issuer's interests under this such Assigned Agreement) to perform any act, duty or obligation of Entity Name the Issuer under this an Assigned Agreement, but shall only give the Town hereby gives it Trustee the option to do so; Upon . (c) In the event of a foreclosure or other exercise of remedies, including remedies under the Security Documents or any sale of the System thereunder by the Financing PartyTrustee, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name the Issuer to the Financing Party (or any assignee of the Financing Party) Trustee in lieu thereof, the Financing Party Trustee may assign an Assigned Agreement to any entity. The Trustee shall give prompt notice to the Town Consenting Party of the transferee or assignee of this an Assigned Agreement. Any such exercise of remedies in accordance with this subsection (c) shall not constitute a default under this Agreement; Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name under the United States Bankruptcy Code, at the request of Financing Party made within ninety (90) days of such termination or rejection, the Town shall enter into a new agreement with Financing Party or its assignee having substantially the same terms and conditions as this AgreementAssigned Agreements.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: : i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameProvider, any and all rights and remedies of Entity Name Provider under this Agreement in accordance with the terms of this AgreementAgreement and only in the event of Provider’s or Host’s default. The Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; . ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name Provider thereunder or cause to be cured any default of Entity Name hereunder Provider thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name Provider under this Agreement or (unless the Financing Party has succeeded to Entity NameProvider’s interests under this Agreement) to perform any act, duty or obligation of Entity Name Provider under this Agreement, but the Town Purchaser hereby gives it the option to do so; . iii. Upon the exercise of remediesremedies under its security interest in the System, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name Provider to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town Host of the transferee or assignee of this Agreement. Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name Provider under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Host shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.

Rights Upon Event of Default. Notwithstanding any contrary term of this Agreement: , during the continuation of an event of default by ANCSG1 under its agreements with Financing Party, provided that the Financing Party has agreed in writing to recognize Subscriber’s rights under the Agreement and to not disturb any of Subscriber’s rights thereunder: i. The Financing Party, as owner of the System, or as collateral assignee of this Agreementassignee, shall be entitled to exercise, in the place and stead of Entity NameANCSG1, any and all rights and remedies of Entity Name ANCSG1 under this Agreement in accordance with the terms of this Agreement. The Agreement and the Financing Party shall also be entitled to exercise all rights and remedies of owners or secured parties, respectively, parties generally with respect to this Agreement and the System; Agreement. ii. The Financing Party shall have the right, but not the obligation, to pay all sums due under this Agreement and to perform any other act, duty or obligation required of Entity Name ANCSG1 thereunder or cause to be cured any default of Entity Name hereunder ANCSG1 thereunder in the time and manner provided by the terms of this Agreement. Nothing herein requires the Financing Party to cure any default of Entity Name ANCSG1 under this Agreement or (unless the Financing Party has succeeded to Entity NameANCSG1’s interests under this Agreement) to perform any act, duty or obligation of Entity Name ANCSG1 under this Agreement, but the Town Subscriber hereby gives it the option to do so; . iii. Upon the exercise of remediesremedies under its security interest in the Facility, including any sale of the System thereof by the Financing Party, whether by judicial proceeding or under any power of sale contained therein, or any conveyance from Entity Name ANCSG1 to the Financing Party (or any assignee of the Financing Party) in lieu thereof, the Financing Party shall give notice to the Town of the transferee or assignee of this Agreement). Any such exercise of remedies shall not constitute a default under this Agreement; . iv. Upon any rejection or other termination of this Agreement pursuant to any process undertaken with respect to Entity Name ANCSG1 under the United States Bankruptcy Code, at the request of the Financing Party made within ninety (90) days of such termination or rejection, the Town Subscriber shall enter into a new agreement with the Financing Party or its assignee having substantially the same terms and conditions as this Agreement.