Common use of Termination for Illegality Clause in Contracts

Termination for Illegality. If, as a result of change in Requirements of Law, it shall have become illegal for the Facility Lessee to continue this Facility Lease or for the Facility Lessee to make payments under this Facility Lease or any other Operative Document, and the transactions contemplated by the Operative Documents cannot be restructured to comply with such change in law in a manner reasonably acceptable to the Lease Financing Parties, the Facility Lessee shall have the right, at its option, by giving notice to the Owner Lessor no later than twelve months after the date the Facility Lessee receives notice or first has actual knowledge of such illegality, to terminate this Facility Lease on the Termination Date specified in such notice (which shall be a date occurring not more than 60 days after the date of such notice) and purchase the Undivided Interest by paying to the Owner Lessor the Termination Value determined as of such Termination Date and causing EME to pay to the Persons entitled thereto all other amounts required to be paid under Section 13.3; PROVIDED, that all amounts owed by EME to the Lease Financing Parties under the Operative Documents at such time, shall have been paid to such Persons. It shall be a condition to the termination of this Facility Lease pursuant to this Section 13.1 that each Other Facility Lessee which is an Affiliate of the Facility Lessee, or is the Facility Lessee itself, shall also exercise its right to terminate any and all Other Facility Leases to which each such Facility Lessee is a party to the extent that the "Owner Lessor" with respect to such Other Facility Lease is the Owner Lessor itself or an Affiliate thereof and to the extent the Facility Lessee is then entitled to exercise such termination right under such Other Facility Leases.

Termination for Illegality. If, as a result of change in Requirements of Law, it shall have become illegal for the Facility Lessee to continue this Facility Lease or for the Facility Lessee to make payments under this Facility Lease or any other Operative Document, and the transactions contemplated by the Operative Documents cannot be restructured to comply with such change in law in a manner reasonably acceptable to the Lease Financing Parties, the Facility Lessee shall have the right, at its option, by giving notice to the Owner Lessor no later than twelve months after the date the Facility Lessee receives notice or first has actual knowledge of such illegality, to terminate this Facility Lease on the Termination Date specified in such notice (which shall be a date occurring not more than 60 days after the date of such notice) and purchase the Undivided Interest by paying to the Owner Lessor the Termination Value determined as of such Termination Date and causing EME to pay paying to the Persons entitled thereto all other amounts required to be paid under Section 13.3; PROVIDED, that all amounts owed by EME to the Lease Financing Parties under the Operative Documents at such time, shall have been paid to such Persons. It shall be a condition to the termination of this Facility Lease pursuant to this Section 13.1 that each Other Facility Lessee which is an Affiliate of the Facility Lessee, or is the Facility Lessee itself, shall also exercise its right to terminate any and all Other Facility Leases to which each such Facility Lessee is a party to the extent that the "Owner Lessor" with respect to such Other Facility Lease is the Owner Lessor itself or an Affiliate thereof and to the extent the Facility Lessee is then entitled to exercise such termination right under such Other Facility Leases.

Termination for Illegality. IfSo long as no Lease Bankruptcy Default or Lease Event of Default shall have occurred and be then continuing, as a result of change in Requirements of Law, if it shall have become illegal for the Facility Lessee to continue this Facility Lease (or for any Other Lessee or Related Lessee, under any Other Lease or Related Lease in which the Owner Participant (or any Affiliate thereof) has an interest, to continue such Other Lease or Related Lease) or for the Facility Lessee (or such Other Lessee or Related Lessee) to make payments under this Facility Lease (or such Other Lease or Related Lease) (other than as a result of events caused by the Lessee or any other Operative Document, Affiliate thereof with a purpose to enable the Lessee to have the right to exercise an option to purchase the Undivided Interest) and the transactions contemplated by the Operative Documents thereby cannot be restructured to comply with such change in law in a manner reasonably acceptable to the Lease Financing PartiesLessee (or such Other Lessee or Related Lessee), the Facility Lessee shall have the right, at its optionoption (unless, in the case of an illegality under such Other Lease or Related Lease, the "Owner Participant" thereunder shall have waived the requirement to terminate this Lease), by giving written notice to the Lessor, the Owner Lessor Participant, and, so long as the Lien of the Indenture shall not have been terminated or discharged, the Indenture Trustee, in each case no later than twelve months 180 days after the date of the Facility Lessee receives notice or first has actual knowledge Lessee's Actual Knowledge of such illegality, to terminate this Facility Lease on the Termination Date date specified in such notice (which shall be a date Termination Date occurring not less than 60 nor more than 60 90 days after the date of such notice) and purchase the Undivided Lessor's Interest by paying to the Owner Lessor the Termination Value Burdensome Buyout Price determined as of such Termination Date and causing EME to pay to the Persons entitled thereto all other amounts required to be paid due and payable under Section 13.3; PROVIDED, provided, that all amounts owed by EME to unless the Lease Financing Parties under the Operative Documents at such time, Owner Participant shall have been paid to waived such Persons. It requirement (in its sole discretion), the Lessee shall be have exercised a condition to the termination of this Facility Lease pursuant to this Section 13.1 that each Other Facility Lessee which is an Affiliate of the Facility Lessee, or is the Facility Lessee itself, shall also exercise its similar right to terminate any and all Other Facility Leases to which each such Facility Lessee is a party to the extent that the "Owner Lessor" with respect to such all Other Facility Lease is Leases and Related Leases in which the Owner Lessor itself Participant (or any Affiliates thereof) has an Affiliate thereof and to the extent the Facility Lessee is then entitled to exercise such termination right under such Other Facility Leasesinterest.