Common use of ANNUAL EQUIVALENT AVAILABILITY FACTOR Clause in Contracts

ANNUAL EQUIVALENT AVAILABILITY FACTOR. To the extent the Commercial Operations Date occurs on a date other than the first day of a Measurement Period, the period between the Commercial Operations Date and the first (1st) day of the next Measurement Period if any, shall be ignored for purposes of this availability test. For the purposes of calculating the Annual EAF for the first three (3) full Measurement Periods in the first Contract Year, the calculation will assume that the Facility is one hundred percent (100%) available for the remaining hours of the Contract Year. The Annual Equivalent Availability Factor shall be calculated as follows: Annual Equivalent Availability Factor = Where: PH is period hours (8760 hours; except leap year is 8784) minus Excluded Time. Available Hours (AH) is the number of hours that the Facility is not on Outage. It is sum of all Service Hours (SH) + Reserve Shutdown Hours (RSH). An “Outage” exists whenever the entire Facility is offline and unable to charge or discharge electric energy and is not in Reserve Shutdown state. Service Hours (SH) is the number of hours during the LD Period the Facility is online and (i) charging from the Company System or (ii) discharging electric energy to the Company System. Reserve Shutdown Hours (RSH) is the number of hours the Facility is available but not charging or discharging electric energy or is offline for reasons other than Seller-Attributable Unavailability. EPDH is the equivalent planned derated hours, including Planned Derations (PD) and Maintenance Derations (D4). A Planned Deration is when the Facility experiences a Deration scheduled well in advance and for a predetermined duration. A Maintenance Deration is a Deration that can be deferred beyond the end of the next weekend (Sunday at midnight or before Sunday turns into Monday) but requires a reduction in capacity before the next Planned Deration (PD). Each individual Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the Deration (hours) by (i) the size of the reduction (MW) divided by (ii) Maximum Rated Output. These equivalent hour(s) are then summed. EUDH is the equivalent unplanned derated hours. An Unplanned Deration (Forced Derating) occurs when the Facility experiences a Deration that requires a reduction in availability before the end of the nearest following weekend. Unplanned Derations include only those due to Seller-Attributable Unavailability or those by Company pursuant to Section 12.1 (Failure to Comply; Seller-Attributable Unavailability). Each individual Unplanned Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the Deration (hours) by (i) the size of the reduction (MW) divided by (ii) the Maximum Rated Output. These equivalent hour(s) are then summed. A “Deration” exists when, due to Seller-Attributable Unavailability, the Facility is available but at less than full capacity. Each individual Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the derating (hours) by the size of the reduction (MW) and dividing by the Maximum Rated Output. These equivalent hour(s) are then summed. ExcludedTime is unavailability as a result of the entire Facility or a portion thereof being unavailable due to Force Majeure. The hours and/or equivalent hours of ExcludedTime shall not be added to Available Hours and shall be subtracted from Period Hours. Each event that counts as ExcludedTime is transformed into equivalent full outage hour(s) by multiplying the actual duration of the event by the size of the reduction (MW) and dividing by Maximum Rated Output. These hour(s) are then summed. The effect of Force Majeure is taken into account in calculating the Annual EAF over a twelve (12) calendar month period as follows: When such 12-month period contains a month during which the Facility or a portion thereof is unavailable due to Force Majeure, then such month shall be excluded from the twelve (12) month period and the calculation period shall be extended back in time to include the next previous month during which there was no such unavailability of the Facility or a portion thereof due to Force Majeure. The following examples are provided as illustrative examples only: Example A: The Facility was continuously available, with no maintenance or Unplanned (Forced) Derations. In this case AH = 8760, EPDH and EUDH = 0 hours Annual EAF = = 100% Example B: Maintenance Deration Hours = 168 hours Equivalent Unplanned (Forced) Derated Hours = 100 hours AH = 8,760 – 168= 8,592 Annual EAF = = 96.9%

ANNUAL EQUIVALENT AVAILABILITY FACTOR. To the extent the Commercial Operations Date occurs on a date other than the first day of a Measurement Period, the period between the Commercial Operations Date and the first (1st) day of the next Measurement Period if any, shall be ignored for purposes of this availability test. For the purposes of calculating the Annual EAF for the first three (3) full Measurement Periods in the first Contract YearPeriod, the calculation will assume that the Facility is one hundred percent (100%) available for the remaining hours of the Contract Yearavailable. The Annual Equivalent Availability Factor shall be calculated as follows: Annual Equivalent Availability Factor = Where: PH is period hours (8760 hours; except leap year is 8784) minus Excluded Time. Available Hours (AH) is the number of hours that the Facility is not on Outage. It is sum of all Service Hours (SH) + Reserve Shutdown Hours (RSH). An “Outage” exists whenever the entire Facility is offline and unable to charge or discharge electric energy and is not in Reserve Shutdown state. Service Hours (SH) is the number of hours during the LD Measurement Period the Facility is online and (i) charging from the Company System or (ii) discharging electric energy to the Company System. Reserve Shutdown Hours (RSH) is the number of hours the Facility is available but not charging or discharging electric energy or is offline for reasons other than Seller-Attributable Unavailability. EPDH is the equivalent planned derated hours, including Planned Derations (PD) and Maintenance Derations (D4). A Planned Deration is when the Facility experiences a Deration scheduled well in advance and for a predetermined duration. A Maintenance Deration is a Deration that can be deferred beyond the end of the next weekend (Sunday at midnight or before Sunday turns into Monday) but requires a reduction in capacity before the next Planned Deration (PD). Each individual Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the Deration (hours) by (i) the size of the reduction (MW) divided by (ii) Maximum Rated Output. These equivalent hour(s) are then summed. EUDH is the equivalent unplanned derated hours. An Unplanned Deration (Forced Derating) occurs when the Facility experiences a Deration that requires a reduction in availability before the end of the nearest following weekend. Unplanned Derations include only those due to Seller-Attributable Unavailability or those by Company pursuant to Section 12.1 (Failure to Comply; Seller-Attributable Unavailability). Each individual Unplanned Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the Deration (hours) by (i) the size of the reduction (MW) divided by (ii) the Maximum Rated Output. These equivalent hour(s) are then summed. A “Deration” exists when, due to Seller-Attributable Unavailability, the Facility is available but at less than full capacity. Each individual Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the derating (hours) by the size of the reduction (MW) and dividing by the Maximum Rated Output. These equivalent hour(s) are then summed. ExcludedTime is unavailability as a result of the entire Facility or a portion thereof being unavailable due to Force Majeure. The hours and/or equivalent hours of ExcludedTime shall not be added to Available Hours and shall be subtracted from Period Hours. Each event that counts as ExcludedTime is transformed into equivalent full outage hour(s) by multiplying the actual duration of the event by the size of the reduction (MW) and dividing by Maximum Rated Output. These hour(s) are then summed. The effect of Force Majeure is taken into account in calculating the Annual EAF over a twelve (12) calendar month period as follows: When such 12-month period contains a month during which the Facility or a portion thereof is unavailable due to Force Majeure, then such month shall be excluded from the twelve (12) month period and the calculation period shall be extended back in time to include the next previous month during which there was no such unavailability of the Facility or a portion thereof due to Force Majeure. The following examples are provided as illustrative examples only: Example A: The Facility was continuously available, with no maintenance or Unplanned (Forced) Derations. In this case AH = 8760, EPDH and EUDH = 0 hours Annual EAF = = 100% Example B: Maintenance Deration Hours = 168 hours Equivalent Unplanned (Forced) Derated Hours = 100 hours AH = 8,760 – 168= 8,592 Annual EAF = = 96.9%

ANNUAL EQUIVALENT AVAILABILITY FACTOR. To the extent the Commercial Operations Date occurs on a date other than the first day of a Measurement Period, the period between the Commercial Operations Date and the first (1st) day of the next Measurement Period if any, shall be ignored for purposes of this availability test. For the purposes of calculating the Annual EAF for the first three (3) full Measurement Periods in the first Contract Year, the calculation will assume that the Facility is one hundred percent (100%) available for the remaining hours of the Contract Year. The Annual Equivalent Availability Factor shall be calculated as follows: Annual Equivalent Availability Factor = Where: PH is period hours (8760 hours; except leap year is 8784) minus Excluded TimeExcludedTime. Available Hours (AH) is the number of hours that the Facility is not on Outage. It is sum of all Service Hours (SH) + Reserve Shutdown Hours (RSH). An “Outage” exists whenever the entire Facility is offline and unable to charge or discharge electric energy and is not in Reserve Shutdown state. Service Hours (SH) is the number of hours during the LD Period the Facility is online and (i) charging from the Company System or (ii) discharging electric energy to the Company System. Reserve Shutdown Hours (RSH) is the number of hours the Facility is available but not charging or discharging electric energy or is offline for reasons other than Seller-Attributable Unavailability. EPDH is the equivalent planned derated hours, including Planned Derations (PD) and Maintenance Derations (D4). A Planned Deration is when the Facility experiences a Deration scheduled well in advance and for a predetermined duration. A Maintenance Deration is a Deration that can be deferred beyond the end of the next weekend (Sunday at midnight or before Sunday turns into Monday) but requires a reduction in capacity before the next Planned Deration (PD). Each individual Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the Deration (hours) by (i) the size of the reduction (MW) divided by (ii) Maximum Rated Output. These equivalent hour(s) are then summed. EUDH is the equivalent unplanned derated hours. An Unplanned Deration (Forced Derating) occurs when the Facility experiences a Deration that requires a reduction in availability before the end of the nearest following weekend. Unplanned Derations include only those due to Seller-Attributable Unavailability or those by Company pursuant to Section 12.1 (Failure to Comply; Seller-Attributable Unavailability). Each individual Unplanned Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the Deration (hours) by (i) the size of the reduction (MW) divided by (ii) the Maximum Rated Output. These equivalent hour(s) are then summed. A “Deration” exists when, due to Seller-Attributable Unavailability, the Facility is available but at less than full capacity. Each individual Deration is transformed into equivalent full outage hour(s) by multiplying the actual duration of the derating (hours) by the size of the reduction (MW) and dividing by the Maximum Rated Output. These equivalent hour(s) are then summed. ExcludedTime is unavailability as a result of the entire Facility or a portion thereof being unavailable due to Force Majeure. The hours and/or equivalent hours of ExcludedTime shall not be added to Available Hours and shall be subtracted from Period Hours. Each event that counts as ExcludedTime is transformed into equivalent full outage hour(s) by multiplying the actual duration of the event by the size of the reduction (MW) and dividing by Maximum Rated Output. These hour(s) are then summed. The effect of Force Majeure is taken into account in calculating the Annual EAF over a twelve (12) calendar month period as follows: When such 12-month period contains a month during which the Facility or a portion thereof is unavailable due to Force Majeure, then such month shall be excluded from the twelve (12) month period and the calculation period shall be extended back in time to include the next previous month during which there was no such unavailability of the Facility or a portion thereof due to Force Majeure. The following examples are provided as illustrative examples only: Example A: The Facility was continuously available, with no maintenance or Unplanned (Forced) Derations. In this case AH = 8760, EPDH and EUDH = 0 hours Annual EAF = = 100% Example B: Maintenance Deration Hours = 168 hours Equivalent Unplanned (Forced) Derated Hours = 100 hours AH = 8,760 – 168= 8,592 Annual EAF = = 96.9%