HomeMy WebLinkAboutGEORGIA POWER COMPANY ADVANCES SOLAR INITIATIVE PRIME DISTRIBUTED GENERATION SOLAR AGREEMENT_ CONSENT OF ASSIGNMENT WITH WGL ENERGY SYSTEMS FOR 1731 TOBACCO ROAD CONSENT OF ASSIGNMENT
THIS CONSENT OF ASSIGNMENT (this "Consent") is made as of this J1' day of
, 2016, by and between Augusta, Georgia, a political subdivision of the state of
Georg' ("Augusta") and WGL Energy Systems, Incorporated ("WGL"), a Delaware
corporation.
RECITALS
WHEREAS, Augusta and WGL are parties to that certain Solar Project Lease
Agreement, dated as of May 17, 2016, as assigned on September 20, 2016 (as may be amended
from time to time, the "Agreement"), for the leased premises located at 1731 Tobacco Road
Augusta, GA 31487-25029 ("Max Hicks Water Treatment Plant site").
WHEREAS, WGL intends to enter into an assignment (the "Assignment") to assign its
rights, responsibilities and obligations under the Agreement, in their entirety, to WGL Georgia
Project Group, LLC, a Delaware limited liability company("WGL, LLC");
WHEREAS, ARTICLE XV — MISCELLANEOUS, subsection 9 of the Agreement
provides that an assignment of the Agreement by WGL to another entity requires Augusta's prior
written consent;
WHEREAS, it is a condition to the consummation of the Assignment between WGL and
WGL, LLC that Augusta consent to the Assignment and the resulting change in parties to the
Agreement from WGL to WGL, LLC;
NOW, THEREFORE, and in consideration of the foregoing recitals, which are
incorporated herein, the mutual covenants and agreements herein contained, and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
hereto hereby agree as follows:
1. Augusta hereby (a) consents, in advance, to the Assignment and the resulting
change in parties from WGL to WGL, LLC in the Agreement that will occur upon the
consummation of the Assignment, (b) waives any right to declare a breach of the Agreement by
WGL resulting from the change of parties to the Agreement that will occur upon the
consummation of the Assignment, and (c) agrees that (i) the Agreement is in full force and
effect, (ii) no default exists under the Agreement (or, if any such default does exist, that Augusta
is hereby waiving it) and (iii) the copy of the Agreement (together with all amendments thereto)
that is attached as Exhibit 1 has not been amended,modified or supplemented.
2. The Agreement shall remain in full force and effect and there shall be no further
assignment of the Agreement without prior written consent of Augusta.
3. This agreement shall be binding upon and inure to the benefit of the parties, their
successor, assigns and personal representatives.
4. As a condition of this Consent, WGL agrees to guarantee WGL, LLC's
performance of its obligations as the assignee under the Agreement.
[Signature Page Follows]
IN WITNESS WHEREOF,the parties hereto have entered into this Consent as of the
date first above written,intending to be legally bound hereby.
AUGUSTA,GEORGIA WGL ENERGY SYSTEMS,INC.
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