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INTERCONNECTION FACILITIES STUDY AGREEMENT <br /> LODI ENERGY CENTER <br /> another Party and to participate fully in any proceeding before FERC in <br /> which such modifications may be considered. Nothing in this <br /> Interconnection Facilities Study Agreement shall limit the rights of the <br /> Parties or of FERC under sections 205 or 206 of the Federal Power Act <br /> and FERC's rules and regulations thereunder, except to the extent that the <br /> Parties otherwise mutually agree as provided herein. <br /> 13.14 No Partnership. This Interconnection Facilities Study Agreement shall not <br /> be interpreted or construed to create an association, joint venture, agency <br /> relationship, or partnership between the Parties or to impose any <br /> partnership obligation or partnership liability upon any Party. No Party <br /> shall have any right, power or authority to enter into any agreement or <br /> undertaking for, or act on behalf of, or to act as or be an agent or <br /> representative of, or to otherwise bind, another Party. <br /> 13.15 Assignment. This Interconnection Facilities Study Agreement maybe <br /> assigned by a Party only with the written consent of the other Party; <br /> provided that a Party may assign this Interconnection Facilities Study <br /> Agreement without the consent of the other Party to any Affiliate of the <br /> assigning Party with an equal or greater credit rating and with the legal <br /> authority and operational ability to satisfy the obligations of the assigning <br /> Party under this Interconnection Facilities Study Agreement; and provided <br /> further that the Interconnection Customer shall have the right to assign <br /> this Interconnection Facilities Study Agreement, without the consent of the <br /> other Party, for collateral security purposes to aid in providing financing for <br /> the Large Generating Unit, provided that the Interconnection Customer will <br /> require any secured party, trustee or mortgagee to notify the other Party of <br /> any such assignment. Any financing arrangement entered into by the <br /> Interconnection Customer pursuant to this Article will provide that prior to <br /> or upon the exercise of the secured party's, trustee's or mortgagee's <br /> assignment rights pursuant to said arrangement, the secured creditor, the <br /> trustee or mortgagee will notify the other Party of the date and particulars <br /> of any such exercise of assignment right(s). Any attempted assignment <br /> that violates this Article is void and ineffective. Any assignment under this <br /> Interconnection Facilities Study Agreement shall not relieve a Party of its <br /> obligations, nor shall a Party's obligations be enlarged, in whole or in part, <br /> by reason thereof. Where required, consent to assignment will not be <br /> unreasonably withheld, conditioned or delayed. <br /> 7 <br />