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8.A. - Page 52 <br /> Seller's behalf, including the right to pay all sums due and to perform any other act, duty, <br /> or obligation required of Seller hereunder, or cause to be cured any default of Seller <br /> hereunder in the time and manner provided by the terms of this Agreement, or (b) <br /> assume the Seller's obligations under this Agreement within 45 days of the Seller's <br /> default. For avoidance of doubt, in the event that a Financing Party exercises its right <br /> contemplated in this section, such Financing Party shall assume all obligations under this <br /> Agreement as well as assuming all of Seller's rights and interests under this Agreement, <br /> and thereafter shall become the Successor-in-Interest to Seller under this Agreement. <br /> (i) In the event that a Financing Party exercises its right to assume all of Seller's rights, <br /> interests, and obligations under this Agreement, it shall so assume in writing, and <br /> Seller shall have no further obligation to Buyer unless accrued up to that point and <br /> will provide notice to Buyer in writing. <br /> (ii) Nothing herein requires the Financing Party to cure any default of Seller under this <br /> Agreement (unless the Financing Party has succeeded to Seller's interests under <br /> this Agreement). Except as provided, Buyer has no obligation to deal with a <br /> Financing Party under this Agreement unless it has succeeded to Seller's right, <br /> title, and interest under this Agreement and become the Seller hereunder. <br /> (iii)A Successor-in-Interest shall cure any ongoing Seller Defaults promptly after <br /> becoming the Successor-in-Interest and no later than 90 days after becoming <br /> Successor-in-Interest. If the Successor-in-Interest does not cure all <br /> (1) Seller Defaults, it will also be considered to be in default and Buyer <br /> shall have all rights afforded to Buyer against such Successor-in-Interest under this <br /> Agreement as in the case of a Seller Default. <br /> (iv) Buyer will not terminate this Agreement unless it has given the Financing Party <br /> prior written notice by sending notice to the Financing Party (at the address <br /> provided by Seller) of its intent to terminate or suspend this Agreement,specifying <br /> the condition giving rise to such right, and the Financing Party shall not have <br /> caused to be cured the condition giving rise to the right of termination or <br /> suspension within the periods provided for in this Agreement. The Parties <br /> respective obligations will otherwise remain in effect during any cure period; <br /> provided that if such Seller default reasonably cannot be cured by the Financing <br /> Party within such period and the Financing Party commences and continuously <br /> pursues cure of such default within such period, Buyer may agree to extend such <br /> period for cure for a reasonable period of time under the circumstances. <br /> (v) Buyer shall be relieved of its obligations under this Agreement during the period <br /> of time a Seller Default has occurred and is continuing and may exercise its <br /> termination rights (upon notification to Financing Party and expiration of the <br /> applicable cure periods) pursuant to this Agreement(including without limitation, <br /> invoking the use of the Removal Fund to have any facilities/equipment removed). <br /> If Buyer chooses not to exercise any available termination rights and when the <br /> ATTY/AGR/2015.012/POWER PURCHASE AGREEMENT-CEI SOLAR ONE LLC <br /> REV:01-21-15 MLG <br /> Page 44 of 55 <br />