Common use of Buyers’ Rights to Monitor in General Clause in Contracts

Buyers’ Rights to Monitor in General. Buyer shall have the right, and Seller shall permit Buyer and its Authorized Representative, advisors, engineers and consultants, upon reasonable advance notice to observe, inspect, review and monitor all construction, operations and activities of the Facility, including (a) reviewing and monitoring (x) the installation of the equipment, start up and testing, and Commercial Operation of the Facility, and (y) all initial performance tests during Facility start-up and all tests required under the Subcontracts to be performed prior to each Milestone and achievement of Commercial Operation and (b) performing such detailed examinations and inspections at the Site as, in the judgment of Buyer, are appropriate and advisable to determine that the Facility equipment and ancillary components of the Facility have been installed in accordance with the Requirements and (c) making notes about and copying all non-confidential or non-proprietary documents, drawing, plans, specifications, permits, test results, and information as Buyer may reasonably request; provided that such activities on the part of Buyer and its Authorized Representative shall be coordinated with Seller so as to not interfere with the construction or operation of the Facility. Seller shall provide Buyer at least ten (10) Business Days prior notice of the commencement of any performance tests (or promptly following Seller becoming aware of the scheduling of any such performance tests if scheduled less than ten (10) Business Days in advance). Seller shall cause its personnel, consultants, and contractors to be available to, and cooperate in all reasonable respects with, Xxxxx and its Authorized Representative, advisors, engineers, and consultants at reasonable times and with prior notice for purposes of Buyer’s exercise of its rights under this Section 5.2; provided that in no event shall Seller be required to reschedule any such tests should Buyer or its representatives not be available on the scheduled date for such tests. Upon any visit to the Site, Buyer and its representatives shall: (i) not interfere with the orderly progression of the work on Site or operation of the Facility; (ii) follow Seller’s rules and policies with respect to safety and protection of property and the environment; and (iii) be escorted while on the Site by an employee or other representative of Seller. Without limiting Seller’s obligations under Section 14.19, the presence of Buyer, its representatives or both on the Site shall be at Buyer’s sole expense and risk. From and after the Commercial Operation Date, except in the event of a System Emergency, Seller shall accommodate Buyer’s requests to visit the PV System or the Facility during Seller’s regular business hours upon reasonable notice.

Buyers’ Rights to Monitor in General. Buyer shall have the right, and Seller shall permit Buyer and its Authorized Representative, advisors, engineers and consultants, upon reasonable advance notice to observe, inspect, review and monitor all construction, the construction and operations and activities of the Facility, including (a) reviewing and monitoring (x) the installation of the equipment, start up and testing, and Commercial Operation of the Facility, and (y) all initial performance tests during Facility start-up and all tests required under the Subcontracts to be performed prior to each Milestone and achievement of Commercial Operation Operation, and (b) performing such detailed examinations and inspections at the Site as, in the judgment of Buyer, are appropriate and advisable to determine that the Facility equipment and ancillary components of the Facility have been installed in accordance with the Requirements and (c) making notes about and copying all non-confidential or non-proprietary documents, drawing, plans, specifications, permits, test results, and information as Buyer may reasonably request; provided that such activities on the part of Buyer and its Authorized Representative shall be coordinated with Seller so as to not interfere with the construction or operation of the FacilityRequirements. Seller shall provide Buyer at least ten (10) Business Days prior notice of the commencement of any performance tests (or promptly following tests; provided that in no event shall Seller becoming aware of the scheduling of be required to reschedule any such performance tests if should Buyer or its Representatives not be available on the scheduled less than ten (10) Business Days in advance)date for such tests. Seller shall cause its personnel, consultants, and contractors to be available to, and cooperate in all reasonable respects with, Xxxxx Buyer and its Authorized Representative, advisors, engineers, and consultants at reasonable times and with prior notice for purposes of discussing any aspect of the Facility or the development, engineering, construction, installation, testing, performance, operation, or maintenance thereof and Buyer’s exercise of its rights under this Section 5.2; provided that in no event shall Seller be required to reschedule any such tests should Buyer or its representatives not be available on the scheduled date for such tests. Upon any visit to the Site, Buyer and its representatives Representatives shall: (ia) not interfere with the orderly progression of the work on Site or operation of the Facility; (iib) follow Seller’s rules and policies with respect to safety and protection of property and the environment; and (iiic) be escorted while on the Site by an employee or other representative Representative of Seller. Without limiting Seller’s obligations under Section 14.19, the The presence of Buyer, its representatives Representatives or both on the Site shall be at Buyer’s sole expense and risk. From and after the Commercial Operation Date, except in the event of a System Emergency, Seller shall accommodate Buyer’s requests to visit the PV System or the Facility during Seller’s regular business hours upon reasonable notice.EXHIBIT A-42

Buyers’ Rights to Monitor in General. Upon no less than ten (10) Business Days’ notice to Seller, each Buyer shall have the right, and Seller shall permit each Buyer and its Authorized Representative, advisors, engineers and consultants, upon reasonable advance notice to observe, inspect, review and monitor all constructionthe construction of the Facility, and to have a representative present to witness the operations and activities of at the FacilitySite before and after the Commercial Operation Date, including (a) reviewing and monitoring (x) the installation of the equipment, start up and testing, and Commercial Operation of the Facility, and (y) all initial performance tests during Facility start-up and all material tests required under the Subcontracts to be performed prior to each Milestone and achievement of Commercial Operation Milestone, and (b) performing such detailed examinations and inspections at the Site as, in the judgment of such Buyer, are appropriate and advisable to determine that the Facility equipment and ancillary components of the Facility have been installed in accordance with the Requirements and (c) making notes about and copying all non-confidential or non-proprietary documentsRequirements; provided, drawinghowever, plans, specifications, permits, test results, and information as Buyer may reasonably request; provided that such activities on the part of Buyer and its Authorized Representative shall be coordinated with Seller so as to not interfere with the construction or operation of the Facility. Seller shall provide Buyer at least ten (10) Business Days prior Days’ notice shall not be required if any Buyer’s inspection, monitoring, or performance of examinations, inspections, quality surveillance, or tests is due to an emergency situation at the commencement Site, a Facility curtailment, or any other occurrence causing an operational concern to such Buyer with respect to the Facility, in which case such Buyer shall provide as - 35 - #4823-2509-6471v19 much advance notice as is practicable under the circumstances. Any Buyer conducting such examinations and inspections shall compensate or reimburse Seller for increased costs or delays, in each case, solely and directly arising in connection with such activities by such Buyer (including relief in respect of Milestones). Seller shall, or shall cause its contractors to, provide at least fifteen (15) Business Days’ notice to Buyers’ Agent before any test referenced in the previous sentence is scheduled to begin. The presence of any performance tests Buyer or its Authorized Representative on the Site shall be at such Buyer’s sole risk and expense. While at the Site, such Buyer, or its Authorized Representative, shall (or promptly following Seller becoming aware of the scheduling of i) comply with all applicable Requirements and Seller’s written Site safety rules (including any such performance tests if scheduled less than ten required Site safety protocols and orientation), and (10ii) Business Days in advance)not interfere with Seller’s normal commercial operations. Seller shall cause its personnel, consultants, and contractors to be available to, to Buyers and cooperate in all reasonable respects with, Xxxxx and its their Authorized RepresentativeRepresentatives, advisors, engineers, and consultants at reasonable times and with prior notice for purposes of Buyer’s exercise discussing any aspect of its rights under this Section 5.2; provided that in the Facility or the development, engineering, construction, installation, testing, performance, operation, or maintenance thereof. Buyers shall be limited to no event shall Seller be required to reschedule any more than ten (10) such tests should Buyer or its representatives not be available on the scheduled date for such tests. Upon any visit visits to the SiteFacility each Contract Year, except that visits made by any Buyer and its representatives shall: (i) not interfere with the orderly progression of the work on Site due to emergency situations, Facility curtailments, or operation of the Facility; (ii) follow Seller’s rules and policies any occurrence causing an operational concern to a Buyer with respect to safety and protection of property and the environment; and (iii) be escorted while on the Site by an employee or other representative of Seller. Without limiting Seller’s obligations under Section 14.19, the presence of Buyer, its representatives or both on the Site shall be at Buyer’s sole expense and risk. From and after the Commercial Operation Date, except in the event of a System Emergency, Seller shall accommodate Buyer’s requests to visit the PV System or the Facility during Seller’s regular business hours upon reasonable noticeshall not count toward such ten (10) visit limit.