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section 9, Transfer of ownerqhip. The rights, privileges, benefits, title, or hall not be sold, transferred' assigned' or othenrvise encumbered, without the prior written consent of the COUNTY, with such consent not Ueing ,ni"uronubiy withheld or delayed. No such consent shall be required, however,ior a transfer in trust, by other hy,pothecation, or by assignment or any rights, title, or interest in Vantage wind Energy LLC's elecirical generatingiystem in order to secure indebtedness. Furthermore, consent shall not UE idquireO if such transfer is from Vantage Wind Energy LLC to a parent company or'afftliate of Vantage Wnd 5ryr.gY LLC, or to an subsidiary or affiliate of such p-arent company, provided that Vantage Wind Energy LLC provides written notice to the couNTY of such transfer. Vantage Wind Energy LLC may also assign this Franchise to an entity with or into which it may #rg; or coniolidate, oito a purchaser of all or substantially all of Vantage WinO enelgy LLC assets, without the consent of the COUNTY' pr*iO"Oinat VantageiruinO Energy LLC shall provide the COUNTY with prior written notice of the-proposed traniaction. The COUNTY shall then have the option, within thirty (30) days of the receipt of the notice, to notify Vantage Wind il;;gi LLC of a pubti" hearing to approve or deny theassignmen!su9h appri'val not to be unreasonadty withheld or delayed. lf the COUNTY does not res onO within rr.f' thirty (30) day period; then the assignment shall be deemed operative. ln any transfer of this Franchise which requires the approval of the COUNTY' Vrr,tig" Wind Enerjy ILC shall show thai tne recipient of such transfer has the tecnnilal ability, fina-ncial capability, and any other legal or general qua,lifications as reasonably determined by the COUNTY1o be necessary to ensure that the onligations and termt required under this Franchise can be met to the full satiifaction of the COUNTY. The qualifications of any transferee shall be determined by hearing before the coUNTY and the approvalto such transfer rf'rll O" granied by Fr-anchise of the COUNTY, such approval not to be ,niuu*oirbly withireld or delayed. Any administrative costs associated with a transfer of this Franchise whic[r requires the approval of the COUNTY, shall be reimbursed to the courury within irrirty (30) days of receipt of an invoice from COUNTY which shall include verifiable detail as to the nature of the administrative costs reasonably incurred and associated with such transfer' Section 10. Franchise Term. This Franchise is and shall remain in fullforce and e (25) years from and afterthe effective date of this Franchise, provided, hbwever, Vantage Wind Elergy LlC-shall have.no rightr under this Franchise nor shall Vantige Wind Energy LlC be ngY$ by the terms and conditions of this Franchise unlels Vantage Wind Energy LLC shall, *itf in thirty (30) days after the effective date of the Franchise, file with the County its written acceptance of the Franchise. Vantage Wind EnergY LLC Franchise Agreement 8