Common use of Project contract Clause in Contracts

Project contract. Seller represents and warrants that all of the Material Project Contracts listed on Section 19.9(a) of the Disclosure Schedules as of the Signing Date were fully executed by ProjectCo or Seller, as applicable, and each counterparty thereto prior to the Signing Date. With respect to Material Project Contracts that are not listed on Section 19.9(a) of the Disclosure Schedules, Seller shall keep Purchaser reasonably informed as to Seller’s, ProjectCo’s, and/or any of their Affiliate’s negotiations with any third parties with whom Seller or ProjectCo seeks to enter into a Material Project Contract and shall, (i) with respect to the Turbine Supply Agreement and EPC Agreement, provide Purchaser with a form or early-stage draft thereof, in native format, as early as practicable, but at least fifteen (15) Business Days in advance of execution thereof (and Seller shall consider in good faith any comments raised by Purchaser thereto) and (ii) with respect to other Material Project Contracts, provide Purchaser with a form or early-stage draft thereof in native format at least ten (10) Business Days in advance of execution thereof (and Seller shall consider in good faith any comments raised by the Purchaser thereto). At such time as a proposed Material Project Contract is in substantially final form, Seller shall provide a copy of the same to Purchaser for Purchaser’s review and approval (which approval shall not be unreasonably withheld). Within five (5) Business Days after Purchaser’s receipt of any such proposed Material Project Contract, Purchaser shall notify Seller either: 24

Project contract. Seller represents and warrants that all of the Material Project Contracts listed on Section 19.9(a) of the Disclosure Schedules as of the Signing Date were fully executed by ProjectCo or Seller, as applicable, and each counterparty thereto prior to the Signing Date. With respect to Material Project Contracts that are not listed on Section 19.9(a) of the Disclosure Schedules, Seller shall keep Purchaser reasonably informed as to Seller’s, ProjectCo’s, and/or any of their Affiliate’s negotiations with any third parties with whom Seller or ProjectCo seeks to enter into a Material Project Contract and shall, (i) with respect to the Turbine Supply Agreement Battery Equipment Agreements and EPC Agreement, provide Purchaser with a form or early-stage draft thereof, in native format, as early as practicable, but at least fifteen (15) Business Days in advance of execution thereof (and Seller shall consider in good faith any comments raised by Purchaser thereto) and (ii) with respect to other Material Project Contracts, provide Purchaser with a form or early-stage draft thereof in native format at least ten (10) Business Days in advance of execution thereof (and Seller shall consider in good faith any comments raised by the Purchaser thereto). At such time as a proposed Material Project Contract is in substantially final form, Seller shall provide a copy of the same to Purchaser for Purchaser’s review and approval (which approval shall not be unreasonably withheld). Within five (5) Business Days after Purchaser’s receipt of any such proposed Material Project Contract, Purchaser shall notify Seller either: 2423