Transfer of Facility. 3.1 In the event that the Facility is transferred from the Agency to the Company (the lease/leaseback agreements are terminated), and the Company is ineligible for a continued tax exemption under some other tax incentive program, or the exemption results in a payment to the Affected Tax Jurisdictions in excess of the payment described in Section I herein, or this Tax Agreement terminates and the property is not timely transferred back to the Company, the Company agrees to pay no later than the next tax lien date (plus any applicable grace period), to each of the Affected Tax Jurisdictions, an amount equal to the taxes and assessments which would have been levied on the Facility if the Facility had been classified as fully taxable as of the date of transfer or loss of eligibility of all or a portion of the exemption described herein or date of termination.
Transfer of Facility. 3.1 In the event that this Agreement terminates and the property is not timely transferred back to the Company, the Company agrees to pay no later than the next tax lien date (plus any applicable grace period), to each of the Affected Tax Jurisdictions, an amount equal to the taxes and assessments which would have been levied on the Facility if the Facility had been classified as fully taxable as of the date of transfer or loss of eligibility of all or a portion of the exemption described herein or date of termination.
Transfer of Facility. Any direct or indirect assignment, sale, conveyance, lease, or other transfer by Generator of the Facility, any Unit or Generator's direct or indirect 388 owner thereof, whether by operation of law or otherwise, shall be null and void unless, with Pepco's prior written consent, which shall not be unreasonably withheld or delayed, the transferee of the Facility or such Unit assumes in writing all of Generator's right, title and interest in and to this Agreement, and all of Generator's rights, interests, duties and obligations hereunder.
Transfer of Facility. Owner further acknowledges and agrees that upon the transfer, lease, assignment, sale or other disposition or conveyance of all or any part of its interest in and to the Facility, this Agreement shall remain in full force and effect unless otherwise terminated as provided in Section 2.02(b). Subject to the foregoing and to the requirements of the Lease, Owner covenants and agrees that in the event that it sells, assigns or otherwise transfers its interest in and to the Facility at any time while this Agreement is in effect, it will require the transferee to assume the obligations of the Owner hereunder. The provisions of this Section 6.02 are in addition to, and do not modify or abridge, the prohibitions against sale, transfer, assignment or other disposition of the Facility, as set forth in Section 2.02(b) and elsewhere in this Agreement.
Transfer of Facility. Except as set forth in the following -------------------- sentence, Xxxxxx may assign its rights and obligations under this Agreement only to a Person to whom it transfers the Facility provided: (a) it secures from such Person an agreement in writing that such Person shall be bound by the terms and conditions of this Agreement, and (b) such Person assumes all of Elwood's obligations hereunder for any period of ownership or control of the Facility, unless otherwise agreed to by Peoples and such Person. Notwithstanding the foregoing, Xxxxxx shall have the right, without the consent of Peoples, to assign or pledge this Agreement to any lenders, trustees, agents or secured parties in connection with any financing for the Facility or secured thereby. Peoples hereby agrees, in connection with any such financing or assignment in connection therewith, to execute and deliver (and to cause any lenders, trustees, agents or secured parties existing by through or under Peoples to execute and deliver) at the request of any such lender, trustee, agent or secured party, a consent to assignment in form typical in project finance transactions and reasonably acceptable to Peoples. No such transfer or assignment shall relieve or release Xxxxxx from any obligations under this Agreement without the prior written consent of Peoples as to the financial ability of any such assignee to perform the obligations of Xxxxxx under this Agreement, which consent shall not be unreasonably withheld or delayed.
Transfer of Facility. Seller hereby agrees that it shall not sell, transfer, assign, lease or otherwise dispose of the Facility or any substantial portion thereof or interest therein necessary to perform Seller's obligations hereunder to any Person that is a FERC authorized power marketer or an Affiliate of such an entity without the prior written consent of Xxxxxxxx, which consent shall not be unreasonably withheld.
Transfer of Facility a. During the term of this Agreement, if the Authority voluntarily decides to sell or transfer all or a part of the Authority’s facilities, the Authority will notify the Union 120 days in advance, unless a shorter period of time is required by the legislature, of the prospective transfer and discuss with the Union the ramifications to Authority employees represented by the Union of the prospective transfer.
Transfer of Facility a. The duties and obligations under this Consent Order and Agreement shall not be modified, diminished, terminated or otherwise altered by the transfer of any legal or equitable interest in the IWTP or any part thereof.
Transfer of Facility. (a) On the Transfer Date, the Concessionaire shall, transfer and assign to the Authority or its nominated agency, as the case may be, free and clear of any charges, liens and Encumbrances created or suffered by the Concessionaire after the Compliance Date all of the Concessionaire’s right, title and interest in and to the Project Assets and the Facility. The Concessionaire shall also deliver to the Authority or its nominated agency on such date such operating manuals if any, plans, reports, accounts and other information as may reasonably be required by the Authority or its nominated agency to enable it to continue the operation of the Facility either directly or by its nominated agency. The personnel of the Concessionaire shall continue to be the employees of the Concessionaire and the transfer of the Project Assets and the Facility shall not in any manner affect their status as employees of the Concessionaire and they shall have no claim to any type of employment or compensation from the Authority or its nominated agency.
Transfer of Facility. (a) On the Transfer Date, the Operator shall, transfer and assign to the PHTPB or its nominated agency, as the case may be, free and clear of any charges, liens and Encumbrances created or suffered by the Operator after the Compliance Date all of the Operator's right, title and interest in and to the Project Assets and the Facility. The Operator shall also deliver to the PHTPB or its nominated agency on such date such operating manuals, plans, design drawings, reports, accounts and other information as may reasonably be required by the PHTPB or its nominated agency to enable it to continue the operation of the Facility either directly or by its nominated agency. The personnel of the Operator shall continue to be the employees of the Operator and the transfer of the Project Assets and the Facility shall not in any manner affect their status as employees of the Operator and they shall have no claim to any type of employment or compensation from the PHTPB or its nominated agency.
