Assignment and Assumption of Water Use Agreement. In the event of a termination of this Agreement and the termination of the Energy Purchase Agreement and the transfer of the Complex to the GOP in accordance with the provisions of this Article XV, at the written election of the GOP, the Seller shall assign, as of the date of transfer of the Complex, the Water Use Agreement to the GOP (or its designee), as required by the GOP in such election, and the GOP (or its designee) shall assume all of the rights, benefits and obligations of the Seller under the Water Use Agreement from and after the date of such transfer. [(i) Transfer of the Complex – Termination of the AJ&K Implementation Agreement. Upon the earlier termination of the AJ&K Implementation Agreement pursuant to the terms of the AJ&K Implementation Agreement, if the GOAJ&K elects not to acquire the Complex or if the Seller elects to transfer the Complex to the GOAJ&K and the GOAJ&K fails to pay the applicable compensation amount due and payable in accordance with the AJ&K Implementation Agreement, the GOP shall have the option to terminate this Agreement and elect to acquire the Complex; provided, however, that upon such election and transfer the GOP pays the Seller the applicable compensation amount that would have been due and payable in accordance with the AJ&K Implementation Agreement together with any interest/return (including default interest/return at the default rate, calculated in accordance with the AJ&K Implementation Agreement), late payment charges, costs, fees that have accrued between the date the GOAJ&K should have paid the compensation and the date the compensation amount is paid by the GOP, which payment shall be made by a date which is ninety (90) Days after the later of (A) the Day on which the GOP elects to acquire the Complex and (B) the last Day of the period provided for transfer of the Complex under the AJ&K Implementation Agreement. In the event that the GOP acquires the Complex as aforesaid, the Seller shall have no further title to or rights or interest in the Complex. The rights and remedies available to the Seller pursuant to the terms of this Agreement and the Guarantee shall be subject to the provision of this Section 15.1(i). In the case where the GOP exercises its option to acquire the Complex in accordance with this Section but fails to pay the applicable compensation that would have been due and payable in accordance with the AJ&K Implementation Agreement, the Seller shall be free to make a claim under the Guaran...
Assignment and Assumption of Water Use Agreement. In the event of a termination of this Agreement and the termination of the Power Purchase Agreement and the transfer of the Complex to the GOP in accordance with the provisions of this Article XV , at the written election of the GOP, the Company shall assign, as of the date of transfer of the Complex, the Water Use Agreement to the GOP (or its designee), as required by the GOP in such election, and the GOP (or its designee) shall assume all of the rights, benefits and obligations of the Company under the Water Use Agreement from and after the date of such transfer.
Assignment and Assumption of Water Use Agreement. Notwithstanding anything to the contrary in this Agreement, in the event of a termination of the Implementation Agreement and the termination of the Power Purchase Agreement as a result of default thereunder by the Company, the Power Purchaser or the GOP and a transfer of the Complex to the GOP/GOAJ&K or its designee in relation thereto, the AJ&K/Provincial Government hereby covenants to the Company, as trustee for the GOAJ&K/GOP or its designee, to permit the assignment of this Agreement to any subsequent owner of the Complex in connection with any such transfer of the Complex, and agrees to novate this Agreement to any subsequent transferee of the Complex on the same terms and conditions of this Agreement for the remainder of the natural term of the Power Purchase Agreement as if it had not been so terminated.
