Common use of Mechanical Completion Clause in Contracts

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion and

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA CC (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion and

Mechanical Completion. Subject 4.2.1 Contractor shall achieve Mechanical Completion of the Facility when all of the following conditions have been met with respect to the occurrence Facility, Contractor shall issue to Owner a Certificate of Mechanical Completion in substantially the same form as that set forth in Exhibit F: (a) to the Owner’s reasonable satisfaction, the Facility is mechanically, electrically, and structurally constructed in accordance with the Scope of Work Documents, applicable Laws and Industry Standards, except for Punchlist Items; (b) all Documents which are to be delivered to Owner by Contractor on or before the Mechanical Completion Date pursuant to this Contract have, in fact, been delivered to Owner; (c) Owner and Contractor have jointly developed a list ofPunchlist Items for Contractor to complete prior to Final Completion; and 4.2.2 Within ten (10) Days following the receipt of the FNTP DateCertificate of Mechanical Completion, Seller Owner shall inspect the Facility and review all Work and services performed by Contractor with respect thereto, and shall either (i) deliver to Contractor the Certificate of Mechanical Completion countersigned and certifying that the requirements of this Contract applicable to Mechanical Completion have been fully satisfied for the Facility and Mechanical Completion of the Facility has accordingly been achieved or (ii) if reasonable cause exists for doing so, notify Contractor in writing that Mechanical Completion of the Facility has not been achieved, stating in detail the reasons therefore. In the event that Owner determines that Mechanical Completion has not been achieved and Contractor has not disputed Owner’s determination, Contractor shall promptly take such corrective action or perform such additional Work or other services as shall achieve Mechanical Completion of the Facility and shall issue to achieve Owner another Certificate of Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to Such procedure shall be repeated until the date on which Seller anticipates the Work will achieve that Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work Facility has been achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion CertificateDate”) signed by a duly authorized representative or either party refers such matter to dispute resolution pursuant to ARTICLE 12; Owner shall respond to any such subsequent Certificate of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either within five (a5) confirm in writing to Seller that it agrees that Days following the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andreceipt thereof.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one thirty (2130) days, but no more than thirty-five forty (3540) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify that the same Work has achieved Mechanical Completion by delivering to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within on or before ten (10) Business Days after receipt of the Mechanical Completion Certificate, either either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andand (ii) if on or before ten (10) Business Days after receipt of the Mechanical Completion Certificate provided in accordance with the requirements of this Agreement, ▇▇▇▇▇ has neither confirmed in writing that it agrees the Work has achieved Mechanical Completion nor provided Seller a notice pursuant to clause (b) above, the tenth (10th) Business Day after Seller issued Buyer a Mechanical Completion Certificate in accordance with the requirements of this Agreement.

Mechanical Completion. Subject With respect to each SGF, when Contractor considers the Work with respect to the occurrence SGF to be Mechanically Complete in accordance with the Contract Documents, and when Contractor has received the construction permit certificate of acceptance from the FNTP Dateconstruction permitting authority, Seller then Contractor shall cause issue to Owner and Authority Construction Monitor an Application for Mechanical Completion for such SGF. Owner and Authority Construction Monitor shall review the Application for Mechanical Completion and the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days of receipt of the Application for Mechanical Completion for the sole purpose of determining that the Work, or relevant portion thereof, is Mechanically Complete and in conformance with the Scope of Work, final construction documents and any Change Orders. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or disapproval of the Application for Mechanical Completion within such ten (10) Business Day period, then Contractor shall be entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion Date on a day for day basis for each day after such period that Owner has not responded with its approval or disapproval. In connection with such review, Authority and/or Applicable Local Unit may, at its or their own cost and expense and not at Contractor’s expense, engage the Authority Construction Monitor, to evaluate the SGF to see if it meets the requirements for Mechanical Completion. Within twenty (20) days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees Notice from Owner that the Work has achieved is not Mechanically Complete, or within a reasonable time if such non-compliance cannot be remedied within twenty (20) days, Contractor will promptly complete any incomplete items and remedy defective items, after which Contractor shall submit a revised Application for Mechanical Completion. Owner and Authority Construction Monitor shall re-inspect all Work completed or remedied by Contractor within five (5) Business Days of Owner’s receipt of such revised Application for Mechanical Completion. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or disapproval of the revised Application for Mechanical Completion within such five (5) Business Day period, then Contractor shall be entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion Date on a day for day basis for each day after such period that Owner and Authority Construction Monitor have not responded with its approval or (b) notify Seller in writing that it does not agree disapproval. Once Owner and Authority Construction Monitor determine that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with is Mechanically Complete, Owner shall deliver a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this AgreementContractor, the Work which shall be deemed to have achieved been delivered by Owner on the date that the applicable Application for Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andwas issued by Contractor.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to for Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on status of applicable Laws and markets, Buyer’s ARR and FTR requirements for the earlier of (i) the date Project, regulatory conditions, and other factors Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion anddeems relevant.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ Seller considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA CC (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇Buyer’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion and

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇Se▇▇▇▇ considers ▇onsiders that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA Y (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇Bu▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion and

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA Y (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, eithereither‌ (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion and

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one thirty (2130) days, but no more than thirty-five forty (3540) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify that the same Work has achieved Mechanical Completion by delivering to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within on or before ten (10) Business Days after receipt of the Mechanical Completion Certificate, either either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any resolveany and all deficiencies in deficienciesin the Work or that served as a basis for ▇▇▇▇▇Buyer’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andand (ii) if on or before ten (10) Business Days after receipt of the Mechanical Completion Certificate provided in accordance with the requirements of this Agreement, ▇▇▇▇▇ has neither confirmed in writing that it agrees the Work has achieved Mechanical Completion nor provided Seller a notice pursuant to clause (b) above, the tenth (10th) Business Day after Seller issued Buyer a Mechanical Completion Certificate in accordance with the requirements of this Agreement.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but 38 NTD: Other FNTP conditions will or may be required as a result of EPC, real property, environmental, physical, or operational aspects of the Project or the Project Site, the O&M Agreement, necessary property tax abatements or similar reductions, special considerations or other provisions included in Seller’s proposal, diligence conducted by or for Buyer, the status of applicable Laws and markets, Buyer’s ARR and FTR requirements for the Project, regulatory conditions, and other factors Buyer deems relevant. no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ Seller considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Sellerwriting. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificatesuch certification, either either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇Buyer’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its certification of Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andand (ii) if within ten (10) Business Days after receipt of a written certification from Seller that the Work has achieved Mechanical Completion, Buyer has neither confirmed in writing that it agrees the Work has achieved Mechanical Completion nor provided Seller a notice pursuant to clause (b) above, the tenth (10th) Business Day after Seller issues Buyer a written certification that the Work has achieved Mechanical Completion.

Mechanical Completion. Subject (a) Contractor shall deliver to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one Owner a consolidated Punch List not later than thirty (2130) days, but no more than thirty-five (35) days, days prior to the anticipated date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify and Owner agrees to review and provide preliminary feedback on Contractor’s proposed Punch List within a reasonable period after receipt thereof (not to exceed 15 days), and thereafter the same Parties agree to Buyer in writing by delivering work diligently towards the finalization of a certificate substantially in Punch List reasonably acceptable to Owner. Provided that the form of Exhibit AA (the “other conditions to Mechanical Completion Certificate”have been satisfied, Substantial Completion will occur notwithstanding that the Punch List items remain to be completed by Contractor, provided that Contractor shall commence promptly and diligently pursue to completion such Punch List items, and Contractor shall minimize interference with Owner’s commercial operation of the Facility while performing any Punch List work after the Substantial Completion Date. (b) signed by a duly authorized representative of SellerWhen Contractor believes that Mechanical Completion has been achieved, Contractor shall so notify Owner and Owner’s Engineer in writing. Buyer shallPromptly thereafter, within Owner shall conduct those investigations and inspections as it deems necessary or appropriate to determine if Mechanical Completion has in fact been achieved. Within ten (10) Business Days after the receipt of Contractor’s notice by Owner, Owner shall either (i) notify Contractor that Mechanical Completion has been achieved, or (ii) notify Contractor that Mechanical Completion has not been achieved and stating the reasons therefor. In the event Owner provides written notice that Mechanical Completion has been achieved, Contractor and Owner shall execute a “Certificate of Mechanical Completion”, attached hereto as Exhibit M, establishing and identifying the date Contractor provided the corresponding notice of Mechanical Completion as the Mechanical Completion CertificateDate. In the event Owner provides written notice that Mechanical Completion has not been achieved, either Contractor shall (a) confirm in writing subject to Seller the terms of Article 5), at its sole cost and expense, and as part of the Work, immediately correct and/or remedy the defects, deficiencies and other conditions which so prevent Mechanical Completion. Upon completion of any such corrective and/or remedial actions, Contractor shall resubmit its notice stating that it agrees believes that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that has been achieved and the Work has achieved foregoing procedures shall be repeated until Mechanical Completion and provide has in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andfact been achieved.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when Sell▇▇ ▇▇▇▇▇▇ considers siders that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA CC (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for Buye▇▇▇▇▇’s ’▇ dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion and

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Sellerwriting. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificatesuch certification, either either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its certification of Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical 25 NTD: Other FNTP conditions may be required as a result of EPC, real property, environmental, physical, or operational aspects of the Project, necessary property tax abatements or similar reductions, special considerations or other provisions included in Seller’s proposal, diligence conducted by or for Buyer, the status of applicable Laws and markets, Buyer’s ARR and FTR requirements for the Project, regulatory conditions, and other factors Buyer deems relevant. Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andand (ii) unless Buyer provides Seller with a notice pursuant to clause (b) immediately above within ten (10) Business Days after receipt of a written certification from Seller that the Work has achieved Mechanical Completion, the tenth (10th) Business Day after Seller issues Buyer a written certification that the Work has achieved Mechanical Completion.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one (21) days, but no more than thirty-five (35) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ Seller considers that the Work has achieved Mechanical Completion, Seller shall certify the same to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Sellerwriting. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificatesuch certification, either either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇Buyer’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its certification of Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andand (ii) if within ten (10) Business Days after receipt of a written certification from Seller that the Work has achieved Mechanical Completion, Buyer has neither confirmed in writing that it agrees the Work has achieved Mechanical Completion nor provided Seller a notice pursuant to clause (b) above, the tenth (10th) Business Day after Seller issues Buyer a written certification that the Work has achieved Mechanical Completion.

Mechanical Completion. Subject to the occurrence of the FNTP Date, Seller shall cause the Work to achieve Mechanical Completion. At least twenty-one thirty (2130) days, but no more than thirty-five forty (3540) days, prior to the date on which Seller anticipates the Work will achieve Mechanical Completion (the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice of the Anticipated Mechanical Completion Date. If and when ▇▇▇▇▇▇ considers that the Work has achieved Mechanical Completion, Seller shall certify that the same Work has achieved Mechanical Completion by delivering to Buyer in writing by delivering a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within on or before ten (10) Business Days after receipt of the Mechanical Completion Certificate, either either (a) confirm in writing to Seller that it agrees that the Work has 44 NTD: Other FNTP conditions will or may be required as a result of EPC, real property, environmental, physical, or operational aspects of the Project or the Project Site, necessary property tax abatements or similar reductions, special considerations or other provisions included in Seller’s proposal, diligence conducted by or for Buyer, the content of relevant existing or future Laws and changes in the markets in which Buyer participates, Buyer’s ARR and FTR requirements for the Project, regulatory conditions, and other factors Buyer deems relevant. achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this Agreement, the Work shall be deemed to have achieved Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andand (ii) if on or before ten (10) Business Days after receipt of the Mechanical Completion Certificate provided in accordance with the requirements of this Agreement, ▇▇▇▇▇ has neither confirmed in writing that it agrees the Work has achieved Mechanical Completion nor provided Seller a notice pursuant to clause (b) above, the tenth (10th) Business Day after Seller issued Buyer a Mechanical Completion Certificate in accordance with the requirements of this Agreement.

Mechanical Completion. Subject With respect to each SGF, when Contractor considers the Work with respect to the occurrence SGF to be Mechanically Complete in accordance with the Contract Documents, and when Contractor has received the construction permit certificate of acceptance from the construction permitting authority, then Contractor shall issue to Owner and Authority Construction Monitor an Application for Mechanical Completion for such SGF. Owner and Authority Construction Monitor shall review the Application for Mechanical Completion and the Work within five (5) Business Days of receipt of the FNTP DateApplication for Mechanical Completion for the sole purpose of determining that the Work, Seller or relevant portion thereof, is Mechanically Complete and in conformance with the Scope of Work, final construction documents and any Change Orders. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or disapproval of the Application for Mechanical Completion within such five (5) Business Day period, then Contractor shall cause be entitled to a Change Order pursuant to ARTICLE 8 extending the Work Guaranteed Substantial Completion Date on a day for day basis for each day after such period that Owner has not responded with its approval or disapproval. In connection with such review, Authority and/or Applicable Local Unit may, at its or their own cost and expense and not at Contractor’s expense, engage the Authority Construction Monitor, to achieve evaluate the SGF to see if it meets the requirements for Mechanical Completion. At least twentyWithin twenty (20) days after receipt of Notice from Owner that the Work is not Mechanically Complete, or within a reasonable time if such non-one compliance cannot be remedied within twenty (2120) days, but no more than thirtyContractor will promptly complete any incomplete items and remedy defective items, after which Contractor shall submit a revised Application for Mechanical Completion. Owner and Authority Construction Monitor shall re-inspect all Work completed or remedied by Contractor within five (355) days, prior Business Days of Owner’s receipt of such revised Application for Mechanical Completion. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or disapproval of the date on which Seller anticipates the Work will achieve revised Application for Mechanical Completion within such five (5) Business Day period, and such delay causes a change in the “Anticipated Mechanical Completion Date”), Seller shall provide to Buyer written notice Critical Path of the Anticipated Mechanical Project Schedule, then Contractor shall be entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion DateDate on a day for day basis for each day after such period that Owner and Authority Construction Monitor have not responded with its approval or disapproval. If Once Owner and when ▇▇▇▇▇▇ considers Authority Construction Monitor determine that the Work has achieved Mechanical Completionis Mechanically Complete, Seller Owner shall certify the same to Buyer in writing by delivering deliver a certificate substantially in the form of Exhibit AA (the “Mechanical Completion Certificate”) signed by a duly authorized representative of Seller. Buyer shall, within ten (10) Business Days after receipt of the Mechanical Completion Certificate, either (a) confirm in writing to Seller that it agrees that the Work has achieved Mechanical Completion or (b) notify Seller in writing that it does not agree that the Work has achieved Mechanical Completion and provide in reasonable detail an explanation of the basis for its disagreement. If Buyer provides Seller with a notice pursuant to clause (b) immediately above, Seller shall promptly address and resolve any and all deficiencies in the Work or that served as a basis for ▇▇▇▇▇’s dispute of Seller’s determination that the Work has achieved Mechanical Completion and resubmit its Mechanical Completion Certificate to Buyer. For the purposes of this AgreementContractor, the Work which shall be deemed to have achieved been delivered by Owner on the date that the applicable Application for Mechanical Completion on the earlier of (i) the date Buyer confirms in writing to Seller that it agrees the Work has achieved Mechanical Completion andwas issued by Contractor.