2016-01-26_PWETC_AgendaPacket - Laserfiche WebLink

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(iii) a Party's material breach of any License which is not cured within any applicable notice and cure period, (iv) a Party's filing, or consent by answer or otherwise to the filing against a Party of, a petition for relief, reorganization, or arrangement or any other petition in bankruptcy, for liquidation or to take advantage of any bankruptcy or insolvency law of any jurisdiction, (v) a Party's general assignment for the benefit of creditors or consent to the appointment of a custodian, receiver, trustee or other officer with similar powers of itself or of any substantial part of its properties, (vi) a Party is adjudicated insolvent, liquidated, dissolved, or ceases doing business, (vii) a court or other governmental authority of competent jurisdiction shall enter an order appointing a custodian, receiver or trustee, or an officer with similar powers, with respect to a Party or any substantial part of any of its properties, or an order for relief shall be entered in any case or proceeding for liquidation or reorganization, or otherwise to take advantage of any bankruptcy or insolvency law of any jurisdiction, relative to that Party or ordering the dissolution, winding -up or liquidation of the Party; or a petition for such relief is filed against a Party and not dismissed or stayed within sixty (60) calendar days, or (viii) a Party's material representation made in this Agreement is not correct and true in any material respect, and such breach is not cured within thirty (30) days after receipt of notice from the non - defaulting Party. (b) Upon the occurrence of an Event of Default (i) if the non -defaulting Party is Power Provider, Power Provider shall have the right to terminate this Agreement and (ii) if the non -defaulting Party is Purchaser, Purchaser shall have the right to (A) terminate each Schedule to which such Event of Default relates (in the case of an Event of Default arising from the occurrence of an event set forth in Section 16(a)(i)-(iii)), and (B) terminate this Agreement (in the case of an Event of Default arising from the occurrence of an event set forth in Sections 16(a)(iv)-(viii)), in each case upon written notice of such termination to the defaulting Party, and shall, irrespective of its exercise of such election to terminate, have any other remedies that may be available to it at law or in equity, subject only to the provisions of Section 17. For the avoidance of doubt, any termination of this Agreement shall be deemed a termination of each License and Schedule, and in the event there is only one Schedule to this Agreement, any termination of such Schedule shall be deemed a termination of this Agreement and License. If Purchaser is in default as a result of nonpayment of any amount due to the Power Provider, then in addition to any other remedy available to the Power Provider, Power Provider may sell Electric Power that would otherwise have been sold to Purchaser to the Utility or any other third party for the duration of the default and for a reasonable time thereafter to allow Power Provider to terminate delivery to the third party and to restore delivery to the Purchaser. (c) If either Party terminates this Agreement as a result of an Event of Default by the other Party, Power Provider shall promptly remove all of the Solar Power Facilities in accordance with the terms of this Agreement regardless of their method of attachment. (d) The Parties agree that if either Party terminates this Agreement as a result of an Event of Default by the other Party, the non -defaulting Party may pursue all remedies available to it at law or in equity. (e) Upon the termination of a Schedule or the expiration of a Schedule Term, Power Provider shall remove from the applicable Site in accordance with the terms of this Agreement and no later than sixty(60) days after such expiration or termination the applicable Solar Power Facility(ies) (with the exception of mounting pads, other supporting structures and wiring and equipment located within roof and wall cavities and underground) that (i) are described in such Purchaser upon such expiration or termination. to perform such removal. SE PPA 11/11/15 expired or terminated Schedule and (ii) are not purchased by Purchaser shall provide Power Provider with reasonable access Page 19 of 30