Assignment by LAEP Clause Samples

Assignment by LAEP. Except as expressly provided in this Section, LAEP will not assign or otherwise transfer this Agreement and the Project SPEs will not assign or otherwise transfer any Ancillary Agreement, or any of their Agreement Rights without the State’s (or the applicable State Entity’s with respect to any Ancillary Agreements) prior written consent, which consent may be withheld or conditioned in the State’s (or State Entity’s, as applicable) sole discretion. Notwithstanding the foregoing, LAEP and Project SPEs may assign without the consent of the State (i) their rights to receive any payments from the State under this Agreement or any Ancillary Agreement to a Project SPE’s Financier and (ii) all Ancillary Agreements comprising a single Project in their entirety to a Permitted LAEP Transferee. In the event of any valid transfer and/or assignment of any Agreement Rights to a Permitted LAEP Transferee, LAEP or the Project SPE, as applicable, shall be released of any obligations and/or duties related to the transferred or assigned Agreement Rights subsequent to the effective date of such transfer.