Common use of Satisfaction of conditions subsequent by the SPD Clause in Contracts

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities at the SPD’s own cost and risk within one hundred eighty (180) days from the date of signing of this Agreement, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power Procurer a. For obtaining all Consents, Clearances and Permits required for supply of power to Solar Power Procurer as per the terms of this Agreement; b. For making project financing agreements and completing financial closure and shall provide necessary documents to Solar Power Procurer in this regard; c. For making adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the SPD shall be required to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. 3.1.1 The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) days …… Months from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of for the activities is specifically waived by NTPC in writing by Solar Power Procurerwriting; a. For obtaining The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement;. NTPC shall have no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall, on his own, obtain permissions/sanctions from Government authorities, if any required for establishing the project. Any steps that may be taken by NTPC in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be as a facilitator on best endeavour basis with no intention or implication of NTPC being bound by any legal or binding obligation to SPD in regard to such acts: and b. For making project financing agreements and completing financial closure The SPD shall make Project Financing Arrangements for its Projects(s) and shall provide necessary relevant documents to Solar Power Procurer NTPC in this regard;; and c. For making The SPD shall be solely responsible and make arrangements for Land & associated infrastructure for development of the Project and for Connectivity with the CTU System for confirming the evacuation of power by the Scheduled Commissioning Date as applicable; and d. Submission of documents/Lease Agreement to establish possession/right to use 100% (hundred per cent) of the required land in the name of the Solar Power Generator for a period not less than the complete term of the PPA, on or before the Scheduled Commissioning Date (SCD). Wherever leasing of private land is involved, the lease should allow transfer of land lease rights to the lenders or Beneficiary(ies), in case of default of the Solar Power Generator.” and e. The SPD shall fulfill the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no. 23/27/2017-R&R dated 03.08.2017; and f. The SPD shall submit to NTPC the relevant documents as stated above, complying with the Conditions Subsequent, within 12 months period from the Effective Date; and g. The SPD shall have an option to change the Project location before the Financial Closure. The change of location of the project shall not be permitted after Financial Closure. However, if extension of the Scheduled Commissioning Date is granted to the project for the reason as detailed in clause 4.2.7, change of location shall also be permitted; and h. The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection / Metering / Delivery Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the SPD project developer shall be required to furnish apply for Grant of Stage-II connectivity for its Solar PV Project at the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project proposed location as per Article 2. iii. the procedure stipulated in “Detailed Procedure for Grant of Connectivity to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required Projects based on Renewable Energy Sources to Inter-State Transmission System Dated 15.05.2018” by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot CERC and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity its amendment if any thereof within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three 03 (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6three) months from the Scheduled CODeffective date of PPA. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) 210 days from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power ProcurerNTPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement. NTPC has no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall on his own obtain permissions/sanctions from Govt. authorities, if any required for establishing the project; b. For making project financing agreements and completing financial closure and b) The SPD shall make Project Financing Arrangements for its Projects(s)and shall provide necessary documents to Solar Power Procurer NTPC in this regard; c. For making c) The SPD shall be solely responsible and make arrangements for Land & associated infrastructure for development of the Project and for Connectivity with the STU/CTU System for confirming the evacuation of power by the Scheduled Commissioning date; d) The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement; e) The SPD shall fulfill the technical requirements according to criteria mentioned under Clause 3.5 (B) of NSM Guidelines for Selection of Grid-connected Solar-PV Power Projects under “State Specific Bundling Scheme” of Batch-II, Tranche-I of NSM Phase- II and produce the documentary evidence of the same. f) The SPD shall submit to NTPC the relevant documents as stated above, complying with the Conditions Subsequent, within 210 days period from the Effective Date. g) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection / Metering / Delivery Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the SPD shall be required to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. The SPD 3.1 The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) days 12 Months from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of for the activities is specifically waived in writing by Solar Power ProcurerNTPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement;. NTPC shall have no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall, on his own, obtain permissions/ sanctions from Government authorities, if any required for establishing the project. Any steps that may taken by NTPC or NVVN in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be a voluntary endeavour with no intention of being bound by any legal or binding obligation. b. For making project financing agreements and completing financial closure b) The SPD shall make Project Financing Arrangements for its Projects(s) and shall provide necessary documents to Solar Power Procurer NTPC in this regard; c. For making c) The SPD shall be solely responsible and make arrangements for Land & associated infrastructure for development of the Project and for Connectivity with the CTU System at NTPC existing switch yard in Western Region for confirming the evacuation of power by the Scheduled Commissioning date; d) The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement; e) The SPD shall fulfill the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no.23/27/2017-R&R dated 03.08.2017 f) The SPD shall submit to NTPC the relevant documents as stated above, complying with the Conditions Subsequent, within 12 months period from the Effective Date. g) The successful bidder shall have an option to change the Project location before the Financial Closure. The change of location of the project shall not be permitted after Financial Closure. However, if extension of the Scheduled Commissioning Date is granted to the project for the reason as detailed in clause 4.2.7, change of location shall also be permitted. h) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection Point; d. For producing the documentary evidence / Metering / Delivery Point i.e. at existing switchyard of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW NTPC in the name of SPDWestern Region. In this regard The project developer shall apply for Grant of Stage-II connectivity for its Solar PV Project at the SPD shall be required to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project proposed location as per Article 2. iii. the procedure stipulated in “Detailed Procedure for Grant of Connectivity to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required Projects based on Renewable Energy Sources to Inter-State Transmission System Dated 15.05.2018” by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot CERC and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity its amendment if any thereof within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three 03 (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6three) months from the Scheduled CODeffective date of PPA. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) 210 days from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power ProcurerNTPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement;. NTPC shall have no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall, on his own, obtain permissions/sanctions from Government authorities, if any required for establishing the project. Any steps that may taken by NTPC or NVVN in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be a voluntary endeavour with no intention of being bound by any legal or binding obligation. b. For making project financing agreements and completing financial closure b) The SPD shall make Project Financing Arrangements for its Projects(s) and shall provide necessary documents to Solar Power Procurer NTPC in this regard; c. For making adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the c) The SPD shall be required to solely responsible and make arrangements for Land & associated infrastructure for development of the Project and for Connectivity with the CTU System for confirming the evacuation of power by the Scheduled Commissioning date; d) The SPD shall furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) necessary documents to establish possession in the name of the SPD and possession of 100% Project Developer of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  land/ Lease Agreement; e) The SPD shall submit line diagram fulfill the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of undertaking solar power project. The Power from Grid Connected Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation Projects, issued by Ministry of power from the Project to be completed prior to the COD of the Project subject to Article 3Power, vide resolution no.23/27/2017-R&R dated 03. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. 3.1.1 The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) days 12 Months from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of for the activities is specifically waived in writing by Solar Power ProcurerNTPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement;. NTPC shall have no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall, on his own, obtain permissions/sanctions from Government authorities, if any required for establishing the project. Any steps that may taken by NTPC in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be as a facilitator on best endeavour basis with no intention or implication of NTPC being bound by any legal or binding obligation to SPD in regard to such acts: and b. For making project financing agreements and completing financial closure and b) The SPD shall make Project Financing Arrangements for its Projects(s)and shall provide necessary relevant documents to Solar Power Procurer NTPC in this regard;; and c. For making c) The SPD shall be solely responsible and make arrangements for Land & associated infrastructure for development of the Project and for Connectivity with the CTU System for confirming the evacuation of power by the Scheduled Commissioning Date as applicable; and d) Title of land through sale deed or lease hold rights to establish possession/right to use 100% of the required land for the project in the name of the Project Developer or its Affiliate. In case the land is in the name of the Affiliate, the land should be transferred in the name of the Project Developer prior to Scheduled Commissioning Date. Wherever leasing of private land is involved, the lease should allow transfer of land lease rights to the lenders or Beneficiary(ies), in case of default of the Project Developer; and e) The SPD shall fulfill the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no.23/27/2017- R&R dated 03.08.2017; and f) The SPD shall submit to NTPC the relevant documents as stated above, complying with the Conditions Subsequent, within 12 months period from the Effective Date; and g) The SPD shall have an option to change the Project location before the Financial Closure. The change of location of the project shall not be permitted after Financial Closure. However, if extension of the Scheduled Commissioning Date is granted to the project for the reason as detailed in clause 4.2.7, change of location shall also be permitted; and h) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection / Metering / Delivery Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the SPD project developer shall be required to furnish apply for Grant of Stage-II connectivity for its Solar PV Project at the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project proposed location as per Article 2. iii. the procedure stipulated in “Detailed Procedure for Grant of Connectivity to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required Projects based on Renewable Energy Sources to Inter-State Transmission System Dated 15.05.2018” by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot CERC and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity its amendment if any thereof within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three 03 (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6three) months from the Scheduled CODeffective date of PPA. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) days 12 months from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power ProcurerNHPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NHPC as per the terms of this Agreement;. NHPC shall have no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall, on his own, obtain permissions/sanctions from Government authorities, if any required for establishing the project. Any steps that may taken by .......................... or NHPC in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be a voluntary endeavor with no intention of being bound by any legal or binding obligation. b. For making project financing agreements and completing financial closure b) The SPD shall make Project Financing Arrangements for its Projects(s) and shall provide necessary documents to Solar Power Procurer NHPC in this regard; c. For making c) The SPD shall be solely responsible and make arrangements for Land & associated infrastructure for development of the Project and for Connectivity with the CTU System for confirming the evacuation of power by the Scheduled Commissioning date; d) The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement; e) The SPD shall fulfill the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no. 23/27/2017-R&R dated 03.08.2017 (along with Corrigendum dated 14.06.2018 & 03.01.2019 & 09.07.2019). f) The SPD shall submit to NHPC the relevant documents as stated above, complying with the Conditions Subsequent, within days period from the Effective Date. g) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at Interconnection / Metering / Delivery Point h) The SPD shall furnish the Interconnection Point; d. For producing the documentary evidence location of the clear title and possession projects at the time of the acquired land @ minimum 1.5 hectare /MW in the name of SPDfinancial closure. In At this regard the stage, SPD shall also be required to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name letter from CTU confirming technical feasibility of connectivity of the SPD and possession plant to CTU substation at the indicated location. The change of 100% location of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b)be permitted after Financial Closure.

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) 210 days from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power ProcurerNTPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement;. NTPC shall have no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall, on his own, obtain permissions/sanctions from Government authorities, if any required for establishing the project. Any steps that may taken by NTPC or NVVN in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be a voluntary endeavour with no intention of being bound by any legal or binding obligation. b. For making project financing agreements and completing financial closure and b) The SPD shall make Project Financing Arrangements for its Projects(s)and shall provide necessary documents to Solar Power Procurer NTPC in this regard; c. For making c) The SPD shall enter into an Implementation Support Agreement with Solar Park Implementation Agency (SPIA) for Land & associated infrastructure for development of the Project inside the Solar Park and for Connectivity with the STU/CTU System for confirming the evacuation of power by the Scheduled Commissioning date; d) The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement; e) The SPD shall fulfill the technical requirements according to criteria mentioned under Annexure II –Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no.23/27/2017-R&R dated 03.08.2017 f) The SPD shall submit to NTPC the relevant documents as stated above, complying with the Conditions Subsequent, within 210 days period from the Effective Date. g) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection / Metering / Delivery Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the SPD shall be required to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities including Financial Closure at the SPD’s own cost and risk within one hundred eighty (180) 210 days from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power ProcurerNTPC: a. For obtaining a) The SPD shall obtain all Consents, Clearances and Permits required for supply of power to Solar Power Procurer NTPC as per the terms of this Agreement. NTPC has no obligation to recommend to any department/agency or the Govt. for the grant/permission for the Solar Power project. The Solar Power Developer shall on his own obtain permissions/sanctions from Govt. authorities, if any required for establishing the project; b. For making project financing agreements and completing financial closure and b) The SPD shall make Project Financing Arrangements for its Projects(s)and shall provide necessary documents to Solar Power Procurer NTPC in this regard; c. For making c) The SPD shall enter into an Implementation Support Agreement with Solar Park Implementation Agency (SPIA) for Land & associated infrastructure for development of the Project inside the Solar Park and for Connectivity with the STU/CTU System for confirming the evacuation of power by the Scheduled Commissioning date; d) The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement; e) The SPD shall fulfill the technical requirements according to criteria mentioned under Clause 3.5 (B) of NSM Guidelines for Selection of Grid-connected Solar-PV Power Projects under “State Specific Bundling Scheme” of Batch-II, Tranche-I of NSM Phase- II and produce the documentary evidence of the same. f) The SPD shall submit to NTPC the relevant documents as stated above, complying with the Conditions Subsequent, within 210 days period from the Effective Date. g) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection / Metering / Delivery Point; d. For producing the documentary evidence of the clear title and possession of the acquired land @ minimum 1.5 hectare /MW in the name of SPD. In this regard the SPD shall be required to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) in the name of the SPD and possession of 100% of the area of land required for the Project.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee as stated in Clause 6.4 (i) of this Agreement, shall be a material breach of the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this Agreement, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee three (3) months after the Commercial Operation Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).

Satisfaction of conditions subsequent by the SPD. The SPD agrees and undertakes to duly perform and complete all of the following activities at the SPD’s own risk and cost and risk within one hundred eighty six (1806) days months from the date of signing of this AgreementEffective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by Solar Power ProcurerHAL, Hyderabad: a. For obtaining a) The SPD shall obtain or apply (as applicable) for all Consents, Clearances and Permits required for supply construction of power to Solar Power Procurer the Project as per the terms of this Agreement. The SPD shall also obtain all Consents, Clearances and Permits required for operation and supply of power to HAL, Hyderabad before Commissioning of the Project; b. For making project b) The SPD shall make Project financing agreements arrangements and completing financial closure and shall provide necessary documents certificates to Solar Power Procurer in this regard;HAL, Hyderabad within 90 days from the date of signing the PPA. c. For making c) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at the Interconnection Delivery Point; d. For producing d) The SPD shall sign a Transmission Agreement with CTU/STU/ Transmission Utilities confirming the evacuation and connectivity of the CTU/STU / Transmission Utilities system up to the delivery point of SPD by the Scheduled Commissioning Date. e) The SPD shall ensure levelling and clearing of land from debris / bushes / trees with necessary approvals, provided by HAL, Hyderabad for commissioning the project. Cost to be borne by SPD. f) The SPD shall fulfil the technical requirements according to criteria mentioned under Annexure-B of the RfS document and produce the documentary evidence of the clear title same. g) The SPD shall make necessary arrangement required for water required for power project (water harvesting facility shall be planned). h) SPD shall make necessary pathway for movement, maintenance of solar modules along the fencing and possession in rows of solar modules. Sufficient lighting arrangements shall be provided along the acquired land @ minimum 1.5 hectare /MW path way. The SPD shall construct a boundary with 8 feet high chain fence all around the solar power plant with two gate for access. The SPD shall also provide sufficient CCTV cameras(minimum 8 nos.) in consultation with HAL, Hyderabad to monitor the movement of personnel etc. in the name of SPD. In this regard the entire Solar PV plant. i) The manpower engaged by SPD shall be required have access to furnish the following documentary evidences –  Ownership or lease hold rights (for at least 30 years) HAL, Hyderabad campus provided they fulfil with HAL, Hyderabad security permission & procedures in the name of the SPD and possession of 100% of the area of land required for the Projectforce from time to time.  Certificate by the concerned and competent revenue/registration authority for the acquisition/ownership/vesting of the land in the name of the SPD.  Sworn affidavit from the Authorized person of the SPD listing the details of the land and certifying total land required for the Project under clear possession of the SPD.  A certified English translation from an approved translator in case above land documents are in languages other than English and Hindi.  The SPD shall submit line diagram of undertaking solar power project. The Solar Power Procurer agrees: i. to make all reasonable efforts for making arrangements for evacuation of power from HAL, Hyderabad the Project to be completed prior to the COD of the Project subject to Article 3. ii. for purchase of Delivered Energy from the Project as per Article 2. iii. to guide the Solar Power Developer in obtaining approval for the interconnection facilities for synchronization, commercial operation, regular operation etc., as required by the Solar Power Developer. Solar Power Developer shall take insurance for the project assets against losses due to natural calamities, fire, riot and strike for replacement value. Performance Bank Guarantee i. The Performance Bank Guarantee of INR 30 lakh/MW to be furnished under this Agreement and before signing of this PPA shall be for guaranteeing the commencement of the supply of power up to the Contracted Capacity within the time specified in this Agreement as per format provided in Schedule 3. The Performance Bank Guarantee of INR 30 lakh/MW shall be submitted in three (3) Nos. of Bank Guarantee in the ratio of 20%, 40% & 40% value. Performance Bank Guarantee will have a validity period of six (6) months from the Scheduled COD. ii. The failure on the part of the SPD to furnish the Performance Bank Guarantee before signing of this PPA or to maintain the Performance Bank Guarantee till the validity period of the Performance Bank Guarantee relevant documents as stated in Clause 6.4 (i) of this Agreementabove, shall be a material breach of complying with the terms of this Agreement on the part of the SPD. iii. If the SPD fails to commence supply of power from the Scheduled Commissioning Date specified in this AgreementConditions Subsequent, subject to conditions mentioned in Article 9, Solar Power Procurer shall have the right to encash the Performance Bank Guarantee without prejudice to the other rights of Solar Power Procurer under this Agreement. iv. Subject to Article 6.5, Solar Power Procurer shall return / release the Performance Bank Guarantee within three (3) months after from the Commercial Operation Effective Date. v. The return / release of the Performance Bank Guarantee shall be without prejudice to other rights of Solar Power Procurer under this Agreement. Consequences of non-fulfillment of conditions subsequent specified in Clause 6.1 i. In case of a failure to submit the documents as above, Solar Power Procurer shall have the right to terminate this Agreement by giving a Termination Notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the Notice. ii. Solar Power Procurer shall be entitled to encash all the Performance Bank Guarantees submitted by the SPD. iii. For the avoidance of doubt, it is clarified that this Article shall survive the termination of this Agreement. In case of inability of the SPD to fulfill any one or more of the conditions specified in Article 6.1 (xv) due to any Force Majeure event, the time period for fulfillment of the conditions subsequent as mentioned in Article 6.1 (xv), shall be extended for the period of such Force Majeure event. iv. Provided that due to the provisions of this Article 6.5, any increase in the time period for completion of conditions subsequent mentioned under Article 6.1 (xv), shall also lead to an equal extension in the Scheduled Commissioning Date. Solar Power Developer shall not encumber, assign or mortgage project assets except for getting finance for execution of the project. However the developer can transfer, sell, assign or mortgage the project assets in line with the provisions of 10.1.1 (i) (b).