Common use of Assignment; Delegation Clause in Contracts

Assignment; Delegation. Neither Buyer nor Seller shall assign this Master Agreement nor delegate any of its duties hereunder without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed; otherwise any such delegation or assignment shall be voidable at the option of the other Party. Notwithstanding the foregoing, either Party may, without the prior consent of the other Party, (i) transfer, sell, pledge, encumber or assign this Master Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements (and without relieving itself from liability hereunder), (ii) transfer or assign this Master Agreement to an affiliate of such Party which affiliate’s creditworthiness it reasonably determines is equal to or higher than that of such Party at the time that such assigning Party entered into this Master Agreement, or (iii) transfer or assign this Master Agreement to any person or entity succeeding to all or substantially all of the assets whose creditworthiness it reasonably determines is equal to or higher than that of such Party at the time that such assigning Party entered into this Master Agreement; provided, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and the transferring Party delivers such tax and enforceability assurance as the non-transferring Party may reasonably request.

Assignment; Delegation. Neither Buyer Purchaser nor Seller shall assign this Master Agreement nor delegate any of its duties hereunder without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed; otherwise any such assignment or delegation or assignment shall be voidable at the option of the other Party. Notwithstanding the foregoing, either Party may, without the prior consent of the other Party, (i) transfer, sell, pledge, encumber or assign this Master Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements (and without relieving itself from liability hereunder), (ii) transfer or assign this Master Agreement to an affiliate of such Party which affiliate’s creditworthiness it reasonably determines is equal to or higher than that of such Party at the time that such assigning Party entered into this Master AgreementParty, or (iii) transfer or assign this Master Agreement to any person or entity (A) succeeding to all or substantially all of the assets whose creditworthiness it reasonably determines is equal to or higher than that of such Party Party, or (B) purchasing the Facility at the time that such assigning Party entered into this Master Agreement; or on which Seller’s Project is located, provided, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and the transferring Party delivers such tax and enforceability assurance as the non-transferring Party may reasonably request; provided further that the transferring party shall promptly provide the non-transferring party with notice in writing containing reasonably detailed information regarding the assignment, including instructions with respect to any applicable changes in names or addresses acknowledged in writing by the assignor and assignee. In requesting Purchaser to process an assignment hereunder, Seller shall submit payment to Purchaser of an assignment fee in the amount of $1,000 for each occurrence and shall pay thereafter any additional costs.

Assignment; Delegation. Neither Buyer Purchaser nor Seller shall assign this Master Agreement nor delegate any of its duties hereunder without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed; otherwise any such assignment or delegation or assignment shall be voidable at the option of the other Party. Notwithstanding the foregoing, either Party may, without the prior consent of the other Party, (i) transfer, sell, pledge, encumber or assign this Master Agreement or the accounts, revenues or proceeds hereof in connection with any financing or other financial arrangements (and without relieving itself from liability hereunder), (ii) transfer or assign this Master Agreement to an affiliate of such Party which affiliate’s creditworthiness it reasonably determines is equal to or higher than that of such Party at the time that such assigning Party entered into this Master AgreementParty, or (iii) transfer or assign this Master Agreement to any person or entity (A) succeeding to all or substantially all of the assets whose creditworthiness it reasonably determines is equal to or higher than that of such Party Party, or (B) purchasing the Facility at the time that such assigning Party entered into this Master Agreement; or on which Seller’s Project is located, provided, however, that in each such case, any such assignee shall agree in writing to be bound by the terms and conditions hereof and the transferring Party delivers such tax and enforceability assurance as the non-transferring Party may reasonably request; provided further that the transferring party shall promptly provide the non-transferring party with notice in writing containing reasonably detailed information regarding the assignment, including instructions with respect to any applicable changes in names or addresses acknowledged in writing by the assignor and assignee. In requesting Purchaser to process an assignment hereunder, Seller shall submit payment to Purchaser of an assignment fee in the amount of $1,500 (the “Assignment”) for each requested assignment, and related estoppel statement or consent (as set forth in clause I.1 below).