Common use of Substitution of Premises Clause in Contracts

Substitution of Premises. If, for reasons other than Provider’s breach of its obligations hereunder, Provider ceases to have access rights to the Premises as necessary to operate the System prior to the Expiration Date, then Purchaser shall either (i) provide Provider with a mutually agreeable substitute premises in a location with similar Solar Insolation, or (ii) terminate the Agreement pursuant to Section 2.2. Purchaser shall provide at least one hundred and eighty (180) days’ written notice prior to the date on which it desires to effect such substitution. In connection with such substitution, Purchaser and Provider shall amend the Agreement to specify the substitute premises. Purchaser shall also provide any new owner, lessor, or mortgagee consents or releases required by Provider’s Financing Party in connection with the substitute Premises. If Purchaser is unable to obtain such consents and releases for a substitute Premises, the substitution shall not be allowed and Purchaser shall terminate the Agreement pursuant to Section 2.2. Purchaser shall pay all costs associated with relocation of the System including all costs and expenses incurred by or on behalf of Provider in connection with removal of the System from the existing Premises and repair or maintenance of the Premises, if applicable, and installation and testing of the System at such substitute premises and all applicable interconnection fees and expenses at the substitute premises, as well as costs of new title search and other out of pocket expenses connected to preserving and refiling the security interest of Provider’s Financing Party in the System. Provider shall make commercially reasonable efforts to remove all of its tangible property comprising the System from the vacated Premises prior to the termination of Purchaser’s rights to use such Premises. Upon removal of the tangible property comprising the System from the Premises, the Premises shall be returned to its original condition, except for ordinary wear and tear. If the System is to be located on a roof, then in no case shall Provider’s removal of the System affect the integrity of the roof of the Premises, which shall be as leak proof as it was prior to removal of System. In connection with any substitution of Premises, Purchaser shall continue to make all payments for the Solar Services, and Purchaser shall reimburse Provider for any lost revenue during any transfer or construction time period (the “Transfer Time”), including any lost revenue associated with Payments, any reduced sales of Environmental Attributes and any reduced Solar Incentives during the Transfer Time. For the purpose of calculating Payments and lost revenue for such Transfer Time, Solar Services for each month of said Transfer Time shall be deemed to have been produced at the average rate over the same month for which data exists (or, if the substitution occurs within the first twelve (12) months of operation, the average over such period of operation).

Substitution of Premises. If, for reasons other than Provider’s negligence, willful misconduct, or breach of its obligations hereunderhereunder or as otherwise provided for in this Agreement, Provider ceases to have access rights to the Premises as necessary to operate the System prior to the Expiration Date, then Purchaser shall either (i) provide Provider with a mutually agreeable substitute premises in a location with similar Solar Insolationcapability to accommodate the System, or (ii) terminate the Agreement pursuant to Section 2.2. Purchaser shall provide at least one hundred and eighty (180) days’ written notice prior to the date on which it desires to effect such substitution. In connection with such substitution, Purchaser and Provider shall amend the this Agreement to specify the substitute premises. Purchaser shall also provide any new owner, lessor, or mortgagee consents or releases required by Provider’s Financing Party in connection with the substitute Premisespremises. If Purchaser is unable to obtain such consents and releases for a substitute Premisespremises, the substitution shall not be allowed and Purchaser shall terminate the Agreement pursuant to Section 2.2. Purchaser shall pay all reasonable costs associated with relocation of the System including all costs and expenses incurred by or on behalf of Provider in connection with removal of the System from the existing Premises and repair or maintenance of the Premises, if applicable, and installation and testing of the System at such substitute premises and all applicable interconnection fees and expenses at the substitute premises, as well as costs of new title search and other out of pocket expenses connected to preserving and refiling re-filing the security interest of Provider’s Financing Party in the System. Provider shall make commercially reasonable efforts to remove all of its tangible property comprising the System from the vacated Premises prior to the termination of Purchaser’s rights to use such Premises. Upon removal of the tangible property comprising the System from the Premises, at the Purchaser’s expense, the Premises shall be returned to its original condition, except for incidental hardware or other support structures and ordinary wear and tear. If the System is to be located on a roof, then in no case shall Provider’s removal of the System affect the integrity of the roof of the Premises, which shall be as leak proof as it was prior to removal of System. In connection with any substitution of Premises, Purchaser shall continue to make all payments for the Solar Services, and Purchaser shall reimburse Services as if Provider for any lost revenue was capable of operating the System during any transfer or construction time period (the “Transfer Time”)) and shall reimburse Provider for any actual, including any documented lost or recaptured revenue associated with Payments, any reduced sales lost production of Environmental Attributes and any reduced Solar Incentives during the Transfer Time. For the purpose of calculating Services Payments that would have otherwise been due and lost revenue for Environmental Attributes that would have been generated during such Transfer Time, Solar Services for each month of said Transfer Time shall be deemed to have been produced during the Transfer Time at the average rate over the same month for which data exists preceding twelve (12) months (or, if the substitution occurs within the first twelve (12) months of operation, the average over such period of operation), discounting for any planned or other maintenance outages of the System that had been scheduled by the Provider to occur during such Transfer Time.

Substitution of Premises. If, for reasons other than that Provider’s breach of its obligations hereunder, Provider ceases to have access rights to the Premises as necessary to operate the System prior to the Expiration Date, then Purchaser shall either (i) provide Provider with a mutually agreeable substitute premises in a location with similar Solar Insolation, or (ii) terminate the Agreement pursuant to Section 2.2. Purchaser shall provide at least one hundred and eighty (180) days’ written notice prior to the date on which it desires to effect such substitution. In connection with such substitution, Purchaser and Provider shall amend the Agreement to specify the substitute premises. Purchaser shall also provide any new owner, lessor, or mortgagee consents or releases required by Provider’s Financing Party in connection with the substitute Premises. If Purchaser is unable to obtain such consents and releases for a substitute Premises, the substitution shall not be allowed and Purchaser shall terminate the Agreement pursuant to Section 2.22.2 except in the case of a Force Majeure Event that results in termination pursuant to Section 10.3. Purchaser shall pay all costs associated with relocation of the System including all costs and expenses incurred by or on behalf of Provider in connection with removal of the System from the existing Premises and repair or maintenance of the Premises, if applicable, and installation and testing of the System at such substitute premises and all applicable interconnection fees and expenses at the substitute premises, as well as costs of new title search and other out of pocket expenses connected to preserving and refiling the security interest of Provider’s Financing Party in the System. Provider shall make commercially reasonable efforts to remove all of its tangible property comprising the System from the vacated Premises prior to the termination of Purchaser’s rights to use such Premises. Upon removal of the tangible property comprising the System from the Premises, the Premises shall be returned to its original condition, except for incidental hardware or other support structures and ordinary wear and tear. If the System is to be located on a roof, then in no case shall Provider’s removal of the System affect the integrity of the roof of the Premises, which shall be as leak proof as it was prior to removal of System. In connection with any substitution of Premises, Purchaser shall continue to make all payments for the Solar Services, and Purchaser shall reimburse Provider for any lost revenue during any transfer or construction time period (the “Transfer Time”), including any lost revenue associated with Solar Services Payments, any reduced sales of Environmental Attributes and any reduced Solar Incentives during the Transfer Time. For the purpose of calculating Solar Services Payments and lost revenue for such Transfer Time, Solar Services for each month of said Transfer Time shall be deemed to have been produced at the average rate over the same month for which data exists preceding twelve (12) months (or, if the substitution occurs within the first twelve (12) months of operation, the average over such period of operation).

Substitution of Premises. If, for reasons other than that Provider’s negligence, willful misconduct, or breach of its obligations hereunderhereunder or as otherwise provided for in this Agreement, Provider ceases to have access rights to the Premises as necessary to operate the System prior to the Expiration Date, then Purchaser shall either (i) provide Provider with a mutually agreeable substitute premises in a location with similar Solar Insolationcapability to accommodate the System, or (ii) terminate the Agreement pursuant to Section 2.2. Purchaser shall provide at least one hundred and eighty (180) days’ written notice prior to the date on which it desires to effect such substitution. In connection with such substitution, Purchaser and Provider shall amend the this Agreement to specify the substitute premises. Purchaser shall also provide any new owner, lessor, or mortgagee consents or releases required by Provider’s Financing Party in connection with the substitute Premisespremises. If Purchaser is unable to obtain such consents and releases for a substitute Premisespremises, the substitution shall not be allowed and Purchaser shall terminate the Agreement pursuant to Section 2.2. Purchaser shall pay all reasonable costs associated with relocation of the System including all costs and expenses incurred by or on behalf of Provider in connection with removal of the System from the existing Premises and repair or maintenance of the Premises, if applicable, and installation and testing of the System at such substitute premises and all applicable interconnection fees and expenses at the substitute premises, as well as costs of new title search and other out of pocket expenses connected to preserving and refiling re-filing the security interest of Provider’s Financing Party in the System. Provider shall make commercially reasonable efforts to remove all of its tangible property comprising the System from the vacated Premises prior to the termination of Purchaser’s rights to use such Premises. Upon removal of the tangible property comprising the System from the Premises, at the Purchaser’s expense, the Premises shall be returned to its original condition, except for incidental hardware or other support structures and ordinary wear and tear. If the System is to be located on a roof, then in no case shall Provider’s removal of the System affect the integrity of the roof of the Premises, which shall be as leak proof as it was prior to removal of System. In connection with any substitution of Premises, Purchaser shall continue to make all payments for the Solar Services, and Purchaser shall reimburse Services as if Provider for any lost revenue was capable of operating the System during any transfer or construction time period (the “Transfer Time”)) and shall reimburse Provider for any actual, including any documented lost or recaptured revenue associated with Payments, any reduced sales lost production of Environmental Attributes and any reduced Solar Incentives during the Transfer Time. For the purpose of calculating Services Payments that would have otherwise been due and lost revenue for Environmental Attributes that would have been generated during such Transfer Time, Solar Services for each month of said Transfer Time shall be deemed to have been produced during the Transfer Time at the average rate over the same month for which data exists preceding twelve (12) months (or, if the substitution occurs within the first twelve (12) months of operation, the average over such period of operation), discounting for any planned or other maintenance outages of the System that had been scheduled by the Provider to occur during such Transfer Time.

Substitution of Premises. If, for reasons other than that Provider’s breach of its obligations hereunder, Provider ceases to have access rights to the Premises as necessary to operate the System prior to the Expiration Date, then Purchaser shall either (i) provide Provider with a mutually agreeable substitute premises in a location with similar Solar Insolation, or (ii) terminate the Agreement pursuant to Section 2.2. Purchaser shall provide at least one hundred and eighty (180) days’ written notice prior to the date on which it desires to effect such substitution. In connection with such substitution, Purchaser and Provider shall amend the Agreement to specify the substitute premises. Purchaser shall also provide any new owner, lessor, licensor, or mortgagee consents or releases required by Provider’s Financing Party in connection with the substitute Premisespremises. If Purchaser is unable to obtain such consents and releases for a substitute Premisespremises, the substitution shall not be allowed and Purchaser shall terminate the Agreement pursuant to Section 2.2. Purchaser shall pay all costs associated with relocation of the System including all costs and expenses incurred by or on behalf of Provider in connection with removal of the System from the existing Premises and repair or maintenance of the Premises, if applicable, and installation and testing of the System at such substitute premises and all applicable interconnection fees and expenses at the substitute premises, as well as costs of new title search and other out of pocket expenses connected to preserving and refiling the security interest of Provider’s Financing Party in the System. Provider shall make commercially reasonable efforts to remove all of its tangible property comprising the System from the vacated Premises prior to the termination of Purchaser’s rights to use such Premises. Upon removal of the tangible property comprising the System from the Premises, the Premises shall be returned to its original condition, except for ordinary wear and tear. If the System is to be located on a roof, then in no case shall Provider’s removal of the System affect the integrity of the roof of the Premises, which shall be as leak proof as it was prior to removal of System. In connection with any substitution of Premises, Purchaser shall continue to make all payments for the Solar Services, and Purchaser shall reimburse Provider for any for, a reasonable amount, averaged as provided below, of lost revenue Solar Services Payments during any transfer or construction time period (the “Transfer Time”), including any actual lost revenue Provider suffers associated with Payments, any reduced sales of Environmental Attributes and any reduced actual reduction in Solar Incentives Provider suffers during the Transfer Time. For the purpose of calculating Solar Services Payments and lost revenue for such Transfer Time, Solar Services for each month of said Transfer Time shall be deemed to have been produced at the average rate over the same month for which data exists preceding twelve (12) months (or, if the substitution occurs within the first twelve (12) months of operation, the average over such period of operation). Notwithstanding anything to the contrary contained herein, in the event that the substitution of Premises or termination of the Agreement under this Section 4.3(a) is due to a Force Majeure Event or an Emergency that is not due to a Purchaser Act (as defined in Section 4.3(b) requiring such relocation and/or termination, then Purchaser shall have no liability or obligation to Provider under this Section 4.3(a) and shall have no liability to pay the Early Termination Fee, provided that such Emergency, resulting in a termination of the Agreement, is not caused by or due to the Purchaser, the Host, the County, or any of their respective employees, designees, agents, or assigns. For purposes of clarity, if an Emergency requiring a substitution of Premises or termination of the Agreement is caused by or due to the Purchaser, the Host, the County, or any of their respective employees, designees, agents, or assigns, then Purchaser shall be liable to Provider under this Section 4.3(a) and, if applicable, Section 2.2.

Substitution of Premises. IfSection 28.1. Landlord shall have the right (subject to the compliance and satisfaction of any term and provision regarding substitution set forth in a Mortgage) at any time during the Term, for reasons other upon giving Tenant not less than Providerninety (90) days prior written notice (a “Relocation Notice”), to substitute up to seven (7) individual Premises originally demised under this Lease (each, a “Withdrawn Premises”) in any Lease Year with substitute premises designated by Landlord (each, a “Substitute Premises”), and to remove Tenant from such Withdrawn Premises and place Tenant in such Substitute Premises, at Landlord’s breach expense, provided that each Substitute Premises shall be satisfactory to Tenant in its sole judgment (not to be exercised in a commercially unreasonable manner) with respect to such Substitute Premises’ sufficiency to enable Tenant to continue to operate its business in the same manner and without any material interruption. Without limiting the foregoing, each Substitute Premises shall be substantially similar to the Withdrawn Premises in respect of its obligations hereunderlocation, Provider ceases rentable square foot area, general utility for the Permitted Uses, and adequacy of parking and access (including access by motor vehicle and rail), all as determined by Tenant in its sole judgment (not to have access rights be exercised in a commercially unreasonable manner). If Landlord moves Tenant to any one or more Substitute Premises, this Lease and each of its terms, covenants and conditions shall remain in full force and effect and shall be deemed applicable to such Substitute Premises, and such Substitute Premises shall thereafter be deemed to be the Premises as necessary though Landlord and Tenant had entered into an express written amendment of this Lease with respect thereto. Notwithstanding the foregoing provisions of this Article 28, in the event that the Impositions payable by Tenant with respect to operate a Substitute Premises shall exceed the System prior Impositions paid by Tenant with respect to the Expiration Date, then Purchaser shall either (i) provide Provider with a mutually agreeable substitute premises in a location with similar Solar Insolation, or (ii) terminate the Agreement pursuant to Section 2.2. Purchaser shall provide at least one hundred and eighty (180) days’ written notice prior to the date on which it desires to effect such substitution. In connection with such substitution, Purchaser and Provider shall amend the Agreement to specify the substitute premises. Purchaser shall also provide any new owner, lessor, or mortgagee consents or releases required by Provider’s Financing Party in connection with the substitute Premises. If Purchaser is unable to obtain such consents and releases for a substitute related Withdrawn Premises, the substitution such excess shall not be allowed and Purchaser shall terminate the Agreement pursuant a basis for such Substitute Premises to Section 2.2. Purchaser shall pay all costs associated with relocation of the System including all costs and expenses incurred by be or on behalf of Provider in connection with removal of the System from the existing Premises and repair or maintenance of the Premises, if applicablebe deemed unsatisfactory to Tenant, and installation Tenant shall be solely responsible for (and testing of Landlord shall have no obligation to reimburse Tenant for) the System at amount by which such substitute premises and all applicable interconnection fees and expenses at Impositions exceed the substitute premises, as well as costs of new title search and other out of pocket expenses connected to preserving and refiling the security interest of Provider’s Financing Party in the System. Provider shall make commercially reasonable efforts to remove all of its tangible property comprising the System from the vacated Premises prior Impositions paid by Tenant with respect to the termination of Purchaser’s rights to use such Withdrawn Premises. Upon removal of the tangible property comprising the System from the Premises, the Premises shall be returned to its original condition, except for ordinary wear and tear. If the System is to be located on a roof, then in no case shall Provider’s removal of the System affect the integrity of the roof of the Premises, which shall be as leak proof as it was prior to removal of System. In connection with any substitution of Premises, Purchaser shall continue to make all payments for the Solar Services, and Purchaser shall reimburse Provider for any lost revenue during any transfer or construction time period (the “Transfer Time”), including any lost revenue associated with Payments, any reduced sales of Environmental Attributes and any reduced Solar Incentives during the Transfer Time. For the purpose of calculating Payments and lost revenue for such Transfer Time, Solar Services for each month of said Transfer Time shall be deemed to have been produced at the average rate over the same month for which data exists (or, if the substitution occurs within the first twelve (12) months of operation, the average over such period of operation).