Common use of Subdivision/Separation Clause in Contracts

Subdivision/Separation. In order to satisfy the financing and transactional requirements of the separate Lenders and power purchasers of each Wind Energy Improvement, the Lessee may, upon prior written notice to Lessor and subject to applicable law, (i) subdivide the leasehold estate and all rights and obligations of Lessee granted hereby into separate leasehold estates (the “Subdivided Leaseholds”), referencing specific portions of the Premises to be included in each Subdivided Leasehold; and (ii) assign each Subdivided Leasehold to a single purpose limited liability company or legal entity that will own the Wind Energy Improvement located within the Subdivided Leasehold. In lieu of such subdivisions, at the request of Lessee, Lessor and Lessee will (i) amend this Lease to remove portions of the Leased Property other than that required for the initial Wind Energy Improvement; and (ii) cause Lessor and any designee of Lessee to execute one or more separate leases with respect to such removed portions of the Leased Property, each in form and substance materially identical to this Lease (with such changes as shall be necessary to reflect such removal). In order to comply with the separate financial and security requirements of separate Wind Energy Improvements, the segregated leasehold estates will not be subject to cross defaults with each other, allowing each lessee and its Security Assignees to enjoy quiet title to their respective leasehold rights and interests regardless of any default of another lessee.