Common use of Project Development Clause in Contracts

Project Development. Seller, at no cost to Buyer, shall: (i) Design and construct the Project. (ii) Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [Include

Project Development. Seller, at no cost to Buyer, shall: (i) : Design and construct the Project. (ii) . Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insertProjects Providing Resource Adequacy: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] ]. Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) . Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) . Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) . At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) . Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) . Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) . At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeInclude other covenants related to “women-owned business” or “minority-owned business” as may be applicable to the Seller’s RFO bid.]

Project Development. Seller, at no cost to Buyer, shall: (i) : Design and construct the Project. (ii) . Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) . Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) . Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) . At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) . Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) . Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) . At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeInclude other covenants related to “women-owned business” or “minority-owned business” as may be applicable to the Seller’s RFO bid.]

Project Development. Seller, at no cost to Buyer, shall: (ia) Design and construct construct, permit, finance, commission, start-up and test the Project, including directly assigned interconnection facility cost but excluding Network Upgrades except as provided in Section 4.2. (b) Acquire all rights, title, entitlements and/or interests in the Site sufficient for Seller to be able to construct, operate and maintain the Project on the Site. (c) Perform or cause to be performed all due diligence inspection, evaluation, testing and investigation activities relating to the viability of the Project. (iid) Perform or cause to be performed all studies, studies and pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j)Provider. (iiie) Acquire all Governmental Approvals and other approvals approvals, consents and authorizations necessary for the construction, operation, and maintenance of the ProjectProject and production, delivery and sale of Buyer’s Product. (ivf) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilitiesproduction, delivery and sale of Buyer’s Product. (vg) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design and construction drawings pertaining to the Project. (vih) Within fifteen (15) days after the close last day of each calendar quarter following the Execution Date month until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report monthly progress report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s development and construction progress. The Quarterly Progress Report Seller shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viiii) At Seller will make all Commercially Reasonable Efforts to achieve timely the interim milestones for Project construction as set forth in Exhibit J (“Interim Milestones”). The Interim Milestones are Seller's best estimate of the schedule for construction and installation of the Project and, except as expressly set forth herein, the failure of Seller to meet any such Interim Milestone will not itself be a breach of this Agreement. Seller shall provide monthly status reports on development activity relative to the Interim Milestones, including any actual or anticipated delays and efforts to mitigate any such delay. (j) In addition to the Daily Delay Damages referred to in Sections 4.4 and 6.1, Seller shall: (i) pay to Buyer the Milestone Daily Delay Damages for each day or portion of a day that Seller does not achieve a milestone set forth in the first two (2) rows of Exhibit K by the date corresponding to such milestone in Exhibit K; provided, that Seller’s liability to Buyer in connection with delays in achieving each such milestone shall in no event exceed Buyer’s requestShare of (“Milestone Daily Delay Damages Cap”), provide information and (ii) develop a remedial plan to complete development and construction of the Project by the Guaranteed Commercial Operation Date. (k) Each Party agrees and acknowledges that (i) the damages that Buyer relating would incur due to Seller’s delay in achieving a milestone set forth in the first two (2) rows of Exhibit K would be difficult or Seller’s contractor’s use, during Project construction, impossible to predict with certainty and (ii) the Milestone Daily Delay Damages are an appropriate approximation of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and such damages for the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeProject.

Project Development. Seller, at no cost to Buyer, shall: (i) Design and construct the Project. (ii) Perform all studies, [For FCDS bids, insert: “including [For Transmission Level Interconnections: “Phase II Interconnection Study Report”] [or for Distribution Level Interconnections: “interconnection facilities study report or equivalent final study report”] pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For SunRate Projects located outside of CAISO: ,, the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For SunRate Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j).” (iii) Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [Include.

Project Development. Seller, at no cost to Buyer, shall: (i) : Design and construct the Project. (ii) . Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insertProjects Providing Resource Adequacy: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] ]. Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) . Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) . Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) . At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) . Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) . Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) . At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, 156 and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeInclude other covenants related to “women-owned business” or “minority-owned business” as may be applicable to the Seller’s RFO bid.]

Project Development. Seller, at no cost to Buyer, shall: (i) Design and construct the Project. (ii) Perform all studies, [For FCDS bids, insert: “including [For Transmission Level Interconnections: “Phase II Interconnection Study Report”] [or for Distribution Level Interconnections: “interconnection facilities study report or equivalent final study report”] pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] . Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j)”]. (iii) Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) Within fifteen (15) days after the close each semi-anniversary of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Semiannual Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Semiannual Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [Include.

Project Development. Seller, at no cost to Buyer, shall: (i) Design and construct the Project. (ii) Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeInclude other covenants related to “women-owned business” or “minority-owned business” as may be applicable to the Seller’s RFO bid.]

Project Development. Seller, at no cost to Buyer, shall: (i) : Design and construct the Project. (ii) . Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Green Tariff Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Green Tariff Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) . Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) . Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) . At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) . Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) . Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) . At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeInclude other covenants related to “women-owned business” or “minority-owned business” as may be applicable to the Seller’s RFO bid.]

Project Development. Sellera) The Lessee shall be required to complete the construction of the project and its related services and facilities as per the project Development Milestones defined under Clause 6 and obtain Completion certificate b) The Lessee shall develop the project as per the Clause 6 and as per the concept plan of the project, approved by the authority, within the project Development milestones specified under clause 6 or such extended date as may be approved by the Authority. c) Entrust responsibility for Project management and construction to professionally competent Person d) The Lessee shall obtain permissions from Town and Country Planning Organization (TCPO), building permission, environmental clearances; e) Obtain all necessary Approvals from all the statutory authorities, and such other Approvals and permits as may be needed during the construction/operation of the Project; f) Comply with Applicable Laws and give priority to safety in its construction and planning activities in order to protect life, health, property and environment. g) Provide to the representative(s) of the NRDA, at no any time access to the Project Land to review progress in construction and operation of Project and to ascertain compliance with any of the requirement of this Agreement. h) Promptly carry out at its cost such further works as may be necessary to Buyer, shall:remove any defects or deficiencies observed by the Steering Group and NRDA’s representative to ensure completion of construction of the Project in all respects in accordance with the provisions of this Agreement. (i) Design Furnish operational information as and construct when requested for by NRDA, within a reasonable time j) Meet all the Project.costs of operation, maintenance and repairs of the Project or any part thereof; as per the provisions of this agreement (iik) Perform all studies, pay all fees, obtain all necessary approvals and execute all necessary agreements Maintain the Project in accordance with the CAISO [For Projects located outside Good Industry Practice with the objective of CAISO: ,the Native Balancing Authority,] providing adequate service standards and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner ensuring that enables the Capacity Attributes from the Project to be accepted and approved by transferred to the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver NRDA/buyers/members upon expiry of the Conditions Precedent set forth Development Period are in Section 2.3(b)good condition, Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(bnormal wear and tear excepted; l) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) Acquire all Governmental Approvals Pay taxes and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, duties as per applicable laws including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeGST

Project Development. Seller, at no cost to Buyer, shall: (i) Design and construct the Project. (ii) Perform all studies, [For FCDS bids, insert: “including [For Transmission Level Interconnections: “Phase II Interconnection Study Report”] [or for Distribution Level Interconnections: “interconnection facilities study report or equivalent final study report”] pay all fees, obtain all necessary approvals and execute all necessary agreements with the CAISO [For Projects located outside of CAISO: ,the Native Balancing Authority,] and the Participating Transmission Owner for the Electrical Interconnection Upgrades to Schedule and deliver the Product from the Project [For FCDS bids, insert: “under “Full Capacity Deliverability Status” (as defined in the CAISO Tariff), except when construction of deliverability Network Upgrades is not required under Section 3.1(j).”] [For Projects located outside of CAISO: “in a manner that enables the Capacity Attributes from the Project to be accepted and approved by the CPUC and the CAISO as qualifying for the determination of, and as satisfying Buyer’s requirement for demonstrating its procurement of, Resource Adequacy capacity.”] Following satisfaction or waiver of the Conditions Precedent set forth in Section 2.3(b), Seller shall not request from the CAISO or the Participating Transmission Owner or the distribution system operator any changes to its plan of interconnection that are inconsistent with the plan of interconnection that was evaluated in connection with the satisfaction or waiver of the Conditions Precedent in Section 2.3(b) without Buyer’s prior written consent, except in accordance with Section 3.1(j). (iii) Acquire all Governmental Approvals and other approvals necessary for the construction, operation, and maintenance of the Project. (iv) Complete all environmental impact studies necessary for the construction, operation, and maintenance of the Project, including all environmental analysis required under the California Environmental Quality Act for the Project and related interconnection facilities. (v) At Buyer’s request, provide to Buyer Seller’s electrical specifications and design drawings pertaining to the Project. (vi) Within fifteen (15) days after the close of each calendar quarter following the Execution Date until the Commercial Operation Date, provide to Buyer a Quarterly Progress Report and agree to regularly scheduled meetings between representatives of Buyer and Seller to review such reports and discuss Seller’s construction progress. The Quarterly Progress Report shall identify the Milestones and indicate whether Seller has met or is on target to meet such Milestones. (vii) Provide access to Buyer, its authorized agents, employees and inspectors for purpose of inspecting the Project’s construction site or on-site Seller data and information pertaining to the Project during normal business hours upon reasonable advance Notice. (viii) At Buyer’s request, provide information to Buyer relating to Seller’s or Seller’s contractor’s use, during Project construction, of “Women-Owned Businesses” or “Minority-Owned Businesses” or “Disabled Veteran Business Enterprises” as defined in CPUC General Order 156, and the number of new employees hired by Seller or Seller’s contractors and the number of women, minority, and disabled veterans trained or hired by Seller or Seller’s contractor’s as contemplated under Cal. Public Utilities Code §910(a)(8), as each such group of entities and individuals may be amended from time to time or further defined, supplemented, or superseded by applicable Law or replaced with similar designations or certifications. [IncludeInclude other covenants related to “women-owned business” or “minority-owned business” as may be applicable to the Seller’s RFO bid.]