Common use of Implementation of Transfer Clause in Contracts

Implementation of Transfer. If the Design-Builder consents or is deemed to have consented to a transfer pursuant to a Proposed Transfer Notice, then on the Proposed Transfer Date: (a) the Proposed Substitute will become a party to the Design-Build Agreement in place of Operations Co and, thereafter, will be treated as if it was and had always been named as a party to the Design-Build Agreement in place of Operations Co; and (b) the Design-Builder, Operations Co and the Proposed Substitute will enter into a transfer agreement (the “Transfer Agreement”) and any other requisite agreements, in form and substance satisfactory to the Design-Builder, acting reasonably, pursuant to which: (1) the Proposed Substitute will be granted all of the rights of Operations Co under the Design-Build Agreement; and (2) the Proposed Substitute will assume all of the obligations and liabilities of Operations Co under the Design-Build Agreement.

Implementation of Transfer. If the Design-Builder consents or is deemed to have consented to a transfer pursuant to a Proposed Transfer Notice, then on the Proposed Transfer Date: (a) the Proposed Substitute will become a party to the Design-Build Agreement Material Contract in place of Operations Project Co and, thereafter, will be treated as if it was and had always been named as a party to the Design-Build Agreement Material Contract in place of Operations Project Co; and (b) the Design-Builder, Operations the Construction Guarantor, Project Co and the Proposed Substitute will enter into a transfer agreement (the “"Transfer Agreement”") and any other requisite agreements, in form and substance satisfactory to the Design-Builder, acting reasonably, pursuant to which: (1) the Proposed Substitute will be granted all of the rights of Operations Project Co under the Design-Build AgreementMaterial Contract; and (2) the Proposed Substitute will assume all of the obligations and liabilities of Operations Project Co under the Design-Build AgreementMaterial Contract.