Common use of Project Development Clause in Contracts

Project Development. For each Project: (i) Borrower shall at all times, in all material respects, develop, maintain and operate the Projects and use its best efforts to market and sell Units in each Project. Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing and sale of each Project. The Improvements for each Project shall be constructed and developed in conformity in all material respects with the Plans, Drawings and Specifications therefor, and shall be contained wholly within the lot lines of the land included within the Project and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within ten (10) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence to correct any material departure from applicable Plans, Drawings and Specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over such Project. (ii) With respect to those portions of each Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project and are not otherwise included within the portions of the Borrower Real Property to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Law. Majority Lenders’ may notify Borrower that such Dedications are required, in which case Borrower shall cause such Dedications to occur within thirty (30) days after such notification. In the event that Borrower is not able to comply with the covenants set forth herein for a Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not in excess of thirty (30) days from the date of Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so comply.

Project Development. For each Project:SECTION 6.1 The Facility shall be located at the Site, provided that in the event Seller is unable to obtain all required permits and approvals for such Site within one (1) year after the Execution Date, the Parties shall in good faith seek to identify a mutually agreeable alternative site within the PJM region to be acquired by Seller as a location for the Facility and provided further that if such alternate site is not agreed to by the Parties within an additional one (1) year period, this Agreement will terminate with no further liability to either Party. SECTION 6.2 Seller shall furnish to ▇▇▇▇▇▇▇▇, for information purposes only, updated quarterly (on a calendar year basis) schedules and status reports showing and describing the progress of the engineering, permitting, purchasing and construction of the Facility. The receipt and/or review by ▇▇▇▇▇▇▇▇ of any such schedules submitted by Seller shall not be asserted or construed by Seller at any time to be (i) Borrower ▇▇▇▇▇▇▇▇' endorsement or approval of the schedules, (ii) ▇▇▇▇▇▇▇▇' endorsement or approval of the design of the Facility or its appurtenant equipment (iii) ▇▇▇▇▇▇▇▇' assumption of any responsibility for the Facility or its appurtenant equipment and/or (iv) any waiver of any obligation of Seller under this Agreement. ▇▇▇▇▇▇▇▇ shall at all timesfurnish Seller with updated quarterly (on a calendar year basis) schedule and station reports showing and describing the progress of the engineering, permitting and construction of the Gas Interconnection Facilities. The updated schedules and reports provided by the Parties pursuant to this Section 6.2 shall include, in all material respectsreasonably sufficient detail, develop, maintain and operate the Projects and use its best efforts explanations of any delays in meeting scheduled dates for commencement or completion of any listed item. SECTION 6.3 Seller shall provide to market and sell Units in each Project. Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing and sale of each Project. The Improvements for each Project shall be constructed and developed in conformity in all material respects with the Plans, Drawings and Specifications therefor, and shall be contained wholly within the lot lines of the land included within the Project and will ▇▇▇▇▇▇▇▇ not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within later than ten (10) days Days after Borrower receives notice or knowledge thereofthe completion of Initial Start-Up Testing, Borrower pertinent written data substantiating the Facility's capability to provide Facility Capacity. Seller shall proceed with diligence provide to correct any material departure from applicable Plans, Drawings and Specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over such Project. (ii) With respect to those portions of each Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project and are not otherwise included within the portions of the Borrower Real Property to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Law. Majority Lenders’ may notify Borrower that such Dedications are required, in which case Borrower shall cause such Dedications to occur within ▇▇▇▇▇▇▇▇ no later than thirty (30) days after such notification. In Days prior to the event that Borrower is not able to comply with Commercial Operation Date written data based on design calculations depicting the covenants set forth herein for a Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not in excess of thirty (30) days from the date of Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so comply.Facility's Temperature

Project Development. For each Qualified Project: (ia) Borrower shall at all times, in all material respects, develop, times maintain and operate the Projects Project and use its best efforts to market and sell Units in each Qualified Project. Regardless of whether Advances are available, Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing development and sale of each said Qualified Project. The Improvements for each Qualified Project shall be constructed and developed in substantial conformity in all material respects with the Plans, Drawings Plans and Specifications therefor, and in strict conformity with all applicable laws, rules and regulations of all Governmental Authorities with jurisdiction over said Qualified Project and shall be contained wholly within the lot lines of the land Land included within the Qualified Project and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within ten fifteen (1015) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence to correct any material departure from applicable Plans, Drawings plans and Specifications specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over said Qualified Project. The making of Advances shall not constitute a waiver of Lender's right to require compliance with this covenant with respect to any such Projectdefect or departure from plans and specifications or applicable laws, rules and regulations. (iib) With respect to those portions of each Qualified Project which are to be “open space” " or otherwise constitute streets and other common areas to be Dedications dedicated and transferred to homeowners’ ' associations or other Governmental Authorities with jurisdiction over such Project said Qualified Project, and are not otherwise included within the portions of the Borrower Real Property Land to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Lawlaws, rules and regulations. Majority Lenders’ may Lender may, at its sole option, notify Borrower that such Dedications transfers and dedications are requiredrequired by Lender, in which case Borrower shall cause such Dedications transfers and dedications to occur within thirty (30) days after such notificationdays. In the event that Borrower is not able to comply with the covenants set forth herein for a Qualified Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not in excess of thirty (30) days from the date of Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so comply.following

Project Development. For each Qualified Project: (ia) Borrower shall at all times, in all material respects, develop, times maintain and operate the Projects Project and use its best efforts to market and sell Units in each Qualified Project. Regardless of whether Advances are available, Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing development and sale of each Qualified Project. The Improvements for each Qualified Project shall be constructed and developed in substantial conformity in all material respects with the Plans, Drawings Plans and Specifications therefor, and in strict conformity with all applicable laws, rules and regulations of all Governmental Authorities with jurisdiction over such Qualified Project and shall be contained wholly within the lot lines of the land Land included within the Qualified Project and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within ten fifteen (1015) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence to correct any material departure from applicable Plans, Drawings plans and Specifications specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over such Qualified Project. The making of Advances shall not constitute a waiver of Lender’s right to require compliance with this covenant with respect to any such defect or departure from plans and specifications or applicable laws, rules and regulations. (iib) With respect to those portions of each Qualified Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications dedicated and transferred to homeowners’ associations or other Governmental Authorities with jurisdiction over such Qualified Project and are not otherwise included within the portions of the Borrower Real Property Land to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Lawlaws, rules and regulations. Majority Lenders’ may Lender may, at its sole option, notify Borrower that such Dedications transfers and dedications are requiredrequired by Lender, in which case Borrower shall cause such Dedications transfers and dedications to occur within thirty (30) days after such notificationdays. In the event that Borrower is not able to comply with the covenants set forth herein for a Qualified Project or portion thereof for a period of ten thirty (1030) days following written notice from Administrative Agent Lender (provided that if Borrower cannot reasonably cure such non-compliance within such ten thirty (1030) day period, such ten thirty (1030) day period shall be extended for a reasonable period not in excess of thirty ninety (3090) days from the date of Administrative AgentLender’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten thirty (1030) day period and shall diligently thereafter proceed to effect such cure), then such Qualified Project (or portion thereof, as the case may be) shall cease to be included in a part of the Borrowing Base until Borrower shall so comply.

Project Development. For each Project: (ia) Borrower shall at all times, in all material respects, develop, times maintain and operate the Projects Project and use its best efforts to market the individual development parcels within Project in accordance with the business plans, projections and sell Units in each Projectplans and specifications provided to and approved by Administrative Agent. The Project will be a single family residential subdivision consisting of approximately 190 acres zoned for approximately 1,508 residential units. Regardless of whether Advances are available, Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing development and sale of each the Project. The Improvements for each Project shall be constructed and developed in substantial conformity in all material respects with the Plans, Drawings plans and Specifications specifications therefor, and in strict conformity with all applicable laws, rules and regulations of all Governmental Authorities and, except for certain off-site Improvements, shall be contained wholly within the lot boundary lines of the land included within the Project Land and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. The Improvements shall be completed free and clear of all defects, Liens and Encumbrances (except Permitted Exceptions), and Borrower shall cause all Improvements to be accepted and approved by the appropriate Governmental Authorities on or before the completion dates required pursuant to this Agreement. Within ten fifteen (1015) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence to correct any material departure from applicable Plans, Drawings plans and Specifications specifications and any departure from applicable laws, rules and regulations of any Governmental Authority Authority. The making of Advances shall not constitute a waiver of Administrative Agent’s right to require compliance with jurisdiction over this covenant with respect to any such Projectdefect or departure from plans and specifications or applicable laws, rules and regulations. (iib) Whether or not otherwise required pursuant to the Loan Documents, upon entering into any Purchase Contract, Borrower shall cause such Purchase Contract to be included in the property covered by the Security Agreement, Administrative Agent on behalf of the Banks shall have a first priority security interest in such Purchase Contract, as applicable, and Borrower shall execute and deliver such assignments, financing statements and other documents as Administrative Agent may reasonably require. (c) With respect to those portions of each the Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications dedicated and transferred to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project Authorities, and are not otherwise included within the portions of the Borrower Real Property Project to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Lawlaws, rules and regulations. Majority Lenders’ may Administrative Agent may, in its reasonable discretion, notify Borrower that such Dedications transfers and dedications are requiredrequired by Administrative Agent, in which case Borrower shall cause such Dedications transfers and dedications to occur within thirty (30) days after such notification. In the event that Borrower is not able to comply days. (d) The Project shall be developed in substantial accordance with the covenants set forth herein for a Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not in excess of thirty (30) days from master plans and site plans delivered to Banks prior to the date of hereof and in accordance with all subsequent changes to such master plans and site plans approved by Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so comply.

Project Development. For each Qualified Project: (ia) Borrower shall at all times, in all material respects, develop, times maintain and operate the Projects Project and use its best efforts to market and sell Units in each Qualified Project. Regardless of whether Advances are available, Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing development and sale of each said Qualified Project. The Improvements for each Qualified Project shall be constructed and developed in substantial conformity in all material respects with the Plans, Drawings Plans and Specifications therefor, and in strict conformity with all applicable laws, rules and regulations of all Governmental Authorities with jurisdiction over said Qualified Project and shall be contained wholly within the lot lines of the land Land included within the Qualified Project and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within ten fifteen (1015) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence to correct any material departure from applicable Plans, Drawings plans and Specifications specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over said Qualified Project. The making of Advances shall not constitute a waiver of Lender’s right to require compliance with this covenant with respect to any such Projectdefect or departure from plans and specifications or applicable laws, rules and regulations. (iib) With respect to those portions of each Qualified Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications dedicated and transferred to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project said Qualified Project, and are not otherwise included within the portions of the Borrower Real Property Land to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Lawlaws, rules and regulations. Majority Lenders’ may Lender may, at its sole option, notify Borrower that such Dedications transfers and dedications are requiredrequired by Lender, in which case Borrower shall cause such Dedications transfers and dedications to occur within thirty (30) days after such notificationdays. In the event that Borrower is not able to comply with the covenants set forth herein for a Qualified Project or portion thereof for a period of ten thirty (1030) days following written notice from Administrative Agent Lender (provided that if Borrower cannot reasonably cure such non-compliance within such ten thirty (1030) day period, such ten thirty (1030) day period shall be extended for a reasonable period not in excess of thirty ninety (3090) days from the date of Administrative AgentLender’s notice to cure such non-compliance noncompliance provided that Borrower shall have commenced such cure within such ten thirty (1030) day period and shall diligently thereafter proceed to effect such cure), then such said Qualified Project (or portion thereof, as the case may be) shall cease to be included in a part of the Borrowing Base until Borrower shall so comply.

Project Development. For each Qualified Project: (ia) Borrower shall at all times, in all material respects, develop, times maintain and operate the Projects Project and use its best efforts to market and sell Units in each Qualified Project. Regardless of whether Advances are available, Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing development and sale of each said Qualified Project. The Improvements for each Qualified Project shall be constructed and developed in substantial conformity in all material respects with the Plans, Drawings Plans and Specifications therefor, and in strict conformity with all applicable laws, rules and regulations of all Governmental Authorities with jurisdiction over said Qualified Project and shall be contained wholly within the lot lines of the land Land included within the Qualified Project and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within ten fifteen (1015) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence to correct any material departure from applicable Plans, Drawings plans and Specifications specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over said Qualified Project. The making of Advances shall not constitute a waiver of Lender’s right to require compliance with this covenant with respect to any such Projectdefect or departure from plans and specifications or applicable laws, rules and regulations. (iib) With respect to those portions of each Qualified Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications dedicated and transferred to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project said Qualified Project, and are not otherwise included within the portions of the Borrower Real Property Land to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Lawlaws, rules and regulations. Majority Lenders’ may Lender may, at its sole option, notify Borrower that such Dedications transfers and dedications are requiredrequired by Lender, in which case Borrower shall cause such Dedications transfers and dedications to occur within thirty (30) days after such notificationdays. In the event that Borrower is not able to comply with the covenants set forth herein for a Qualified Project or portion thereof for a period of ten thirty (1030) days following written notice from Administrative Agent Lender (provided that if Borrower cannot reasonably cure such non-compliance within such ten thirty (1030) day period, such ten thirty (1030) day period shall be extended for a reasonable period not in excess of thirty ninety (3090) days from the date of Administrative AgentLender’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten thirty (1030) day period and shall diligently thereafter proceed to effect such cure), then such said Qualified Project (or portion thereof, as the case may be) shall cease to be included in a part of the Borrowing Base until Borrower shall so comply.

Project Development. For each A. The Parties agree that the Lease is subject to a “Due Diligence Period” as provided in the Comprehensive Agreement prior to the Commencement Date. Tenant accepts the Property (subject to receipt of Governmental Authorizations and any other entitlements for the Project:), except for Unforeseen Conditions as otherwise expressly provided in the Lease [NOTE: insert any items negotiated with City during Due Diligence Period]. Notwithstanding anything herein to the contrary, the Plans and Specifications are a condition precedent to the effectiveness of this Lease. The Plans and Specifications for the Project mean the final working drawings and specifications prepared according to Governmental Authorizations, and include without limitation: definitive architectural drawings; definitive foundation and structural drawings; definitive electrical and mechanical drawings including without limitation, plans for al lighting facilities affecting the exterior appearance of the buildings and structures; and final specifications. (i) Borrower B. Except for activity required of Landlord to support development and related activities by ▇▇▇▇▇▇ and Landlord’s obligations expressly set forth in this Exhibit and the Lease, and subject to Tenant’s rights with respect to Unforeseen Conditions, Tenant shall at its cost and expense be responsible and liable for the management, supervision, and performance of all timesservices relating to the development and construction of the Project, in including the payment of all material respectsfees, develop, maintain and operate the Projects and use its best efforts to market and sell Units in each Project. Borrower shall pay all costs and expenses arising incurred in connection with procuring Building Permits and any other Governmental Authorization required for the managementdevelopment and construction of the Project, useand the arrangement and closing of all funding and financing necessary for the Demolition Work and Construction Work and for equipping and furnishing the Project, entitlementpursuant to the terms of this Exhibit and applicable Law, developmentincluding any Change in Law. Tenant’s relief in the event of any Change in Law will be a mutually agreed upon extension of time and deadlines for performance of affected obligations, operation, marketing and sale of each Project. The Improvements for each Project which shall be constructed and developed in conformity in all material respects commensurate with the Plans, Drawings and Specifications therefor, and shall be contained wholly within the lot lines impact of the land included within Change in Law on the design, development and/or construction of the Project (as applicable) and will not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within ten (10) days after Borrower receives notice or knowledge thereof, Borrower shall proceed with diligence the Parties agree to correct any material departure from applicable Plans, Drawings and Specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over such Project. (ii) With respect to those portions of each Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project and are not otherwise included within the portions of the Borrower Real Property to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Law. Majority Lenders’ may notify Borrower that such Dedications are required, in which case Borrower shall cause such Dedications to occur within thirty (30) days after such notification. In the event that Borrower is not able amend this Lease to comply with the covenants set forth herein for a Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not Change in excess of thirty (30) days from the date of Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so complyLaw.

Project Development. For each Project:SECTION 6.1 The Facility shall be located at the Site, provided that in the event Seller is unable to obtain all required permits and approvals for such Site within [*] after the Execution Date, the Parties shall in good faith seek to identify a mutually agreeable alternative site within the PJM region to be acquired by Seller as a location for the Facility and provided further that if such alternate site is not agreed to by the Parties within an additional [*] period, this Agreement will terminate with no further liability to either Party. SECTION 6.2 Seller shall furnish to ▇▇▇▇▇▇▇▇, for information purposes only, updated quarterly (on a calendar year basis) schedules and status reports showing and describing the progress of the engineering, permitting, purchasing and construction of the Facility. The receipt and/or review by ▇▇▇▇▇▇▇▇ of any such schedules submitted by Seller shall not be asserted or construed by Seller at any time to be (i) Borrower ▇▇▇▇▇▇▇▇' endorsement or approval of the schedules, (ii) ▇▇▇▇▇▇▇▇' endorsement or approval of the design of the Facility or its appurtenant equipment (iii) ▇▇▇▇▇▇▇▇' assumption of any responsibility for the Facility or its appurtenant equipment and/or (iv) any waiver of any obligation of Seller under this Agreement. ▇▇▇▇▇▇▇▇ shall at all timesfurnish Seller with updated quarterly (on a calendar year basis) schedule and station reports showing and describing the progress of the engineering, permitting and construction of the Gas Interconnection Facilities. The updated schedules and reports provided by the Parties pursuant to this Section 6.2 shall include, in all material respectsreasonably sufficient detail, develop, maintain and operate the Projects and use its best efforts explanations of any delays in meeting scheduled dates for commencement or completion of any listed item. SECTION 6.3 Seller shall provide to market and sell Units in each Project. Borrower shall pay all costs and expenses arising in connection with the management, use, entitlement, development, operation, marketing and sale of each Project. The Improvements for each Project shall be constructed and developed in conformity in all material respects with the Plans, Drawings and Specifications therefor, and shall be contained wholly within the lot lines of the land included within the Project and will ▇▇▇▇▇▇▇▇ not encroach in any material respect on any other real estate, easements, building lines or setback requirements. Within later than ten (10) days Days after Borrower receives notice or knowledge thereofthe completion of Initial Start-Up Testing, Borrower pertinent written data substantiating the Facility's capability to provide Facility Capacity. Seller shall proceed with diligence provide to correct any material departure from applicable Plans, Drawings and Specifications and any departure from applicable laws, rules and regulations of any Governmental Authority with jurisdiction over such Project. (ii) With respect to those portions of each Project which are to be “open space” or otherwise constitute streets and other common areas to be Dedications to homeowners’ associations or other Governmental Authorities with jurisdiction over such Project and are not otherwise included within the portions of the Borrower Real Property to be developed by Borrower, Borrower shall take such actions as may be necessary to cause such Dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Law. Majority Lenders’ may notify Borrower that such Dedications are required, in which case Borrower shall cause such Dedications to occur within ▇▇▇▇▇▇▇▇ no later than thirty (30) days after such notification. In Days prior to the event that Borrower is not able to comply with Commercial Operation Date written data based on design calculations depicting the covenants set forth herein for a Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not in excess of thirty (30) days from the date of Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so comply.Facility's Temperature

Project Development. For each Project:(A) No later than 60 Days following State Regulatory Approval, Seller shall complete a comprehensive independent environmental investigation of the Site and shall disclose to Company any Environmental Contamination identified in that investigation and confirm that such Environmental Contamination has been remediated or is capable of being remediated and that the Site remains appropriate for its intended use by Seller. Seller shall promptly inform Company if due to any Environmental Contamination Seller is constrained in a way that will limit, reduce, interfere with or preclude Seller’s ability to perform its obligations under this PPA, along with a statement of whether and to what extent this circumstance may limit or preclude Seller’s ability to perform under this PPA. Seller shall provide Company with written recommendations to overcome any such issue(s) that would allow Seller to fully perform under this PPA. Upon request, Seller shall provide Company a copy of the investigation report and any backup data. Throughout the Term, Seller shall ensure that any Environmental Contamination identified at the Facility or Site is promptly remediated. Seller shall promptly disclose to Company the presence of any such Environmental Contamination or the existence of any enforcement, legal, or regulatory action or proceeding relating to such alleged violation or alleged presence of Environmental Contamination. (B) Seller shall at its own expense enter the Construction Contract and all other major contracts necessary to the successful development, construction, operation of and delivery from the Facility with qualified and experienced contractors. Upon written request by Company, Seller shall provide to Company, copies of all major contracts pertaining to the Facility. (C) Prior to the Commercial Operation Date, Seller shall (i) Borrower shall at all timessubmit monthly progress reports to Company in a form agreed upon by the Parties advising Company of the current status of each Construction Milestone, in all material respectsany significant developments or delays along with an action plan for making up delays, developand Seller’s best estimate of the Commercial Operation Date; (ii) provide copies of reports submitted to the Facility Lender relating to status, maintain progress and operate development of the Projects and use its best efforts to market and sell Units in each Project. Borrower shall pay all costs and expenses arising in connection project, (iii) provide a transmission/generator models for the Facility - including powerflow modeling data along with a working stability model that is compatible with the management, use, entitlement, development, operation, marketing Transmission Authority standard models (typically PSS/E or PSLF models) for the Seller’s generators and sale of each Project. The Improvements interconnection facilities to ensure consistent and accurate information (Refer to Exhibit L-Facility Transmission Modeling Requirements for each Project shall the specific requirements to be constructed and developed in conformity in all material respects with the Plans, Drawings and Specifications thereforfollowed), and (iv) invite Company to participate in monthly meetings to discuss the progress reports, answer questions, and assess the schedule. Seller shall be contained wholly within make all relevant contractors available to Company in order to keep Company fully informed on the lot lines status of the land included within development. (D) Upon request, Company shall have the Project right to monitor the construction, start-up, testing, and will not encroach in any material respect on any other real estateoperation of the Facility at the Facility for compliance with this PPA, easementsprovided, building lines or setback however, that Company shall comply with all of Seller’s applicable safety and health rules and requirements. Within ten Company’s monitoring of the Facility shall not be construed as inspections or endorsing the design thereof nor as any express or implied warranties including performance, safety, durability, or reliability of the Facility. (10E) days after Borrower receives notice Seller shall obtain and pay for all Permits necessary for the construction, ownership, operation and maintenance of the Facility and the generation and delivery of any output from the Facility to Company. Seller shall keep Company informed as to the status of its permitting efforts and shall provide Company the opportunity to review and comment on major applications for, draft and final Permits. Seller shall promptly inform Company of any Permits it is unable to obtain, that are delayed, limited, suspended, terminated or knowledge thereofotherwise constrained in a way that will limit, Borrower reduce, interfere with or preclude Seller’s ability to perform its obligations under this PPA, along with a statement of whether and to what extent this circumstance may limit or preclude Seller’s ability to perform under this PPA. Seller shall proceed provide Company with diligence written recommendations to correct overcome any material departure from applicable Plans, Drawings such issue(s) with any Permits to allow Seller to fully perform under this PPA. Company shall have the right to inspect and Specifications and obtain copies of all Permits held by Seller. (F) Seller shall notify Company (i) sufficiently in advance of any departure from applicable laws, rules and regulations of known upcoming significant inspections by any Governmental Authority with jurisdiction over such Project. relating to the Facility to allow Company the opportunity to attend, and (ii) With respect to those portions of each Project which are to be “open space” promptly after any unscheduled or otherwise constitute streets and other common areas to be Dedications to homeowners’ associations or other Governmental Authorities impromptu inspection with jurisdiction over such Project and are not otherwise included within the portions a description of the Borrower Real Property to be developed by Borrower, Borrower shall take nature and outcome of such actions as may be necessary to cause such Dedications to be made promptly and in accordance with applicable covenants, conditions and restrictions and Law. Majority Lenders’ may notify Borrower that such Dedications are required, in which case Borrower shall cause such Dedications to occur within thirty (30) days after such notification. In the event that Borrower is not able to comply with the covenants set forth herein for a Project or portion thereof for a period of ten (10) days following written notice from Administrative Agent (provided that if Borrower cannot reasonably cure such non-compliance within such ten (10) day period, such ten (10) day period shall be extended for a reasonable period not in excess of thirty (30) days from the date of Administrative Agent’s notice to cure such non-compliance provided that Borrower shall have commenced such cure within such ten (10) day period and shall diligently thereafter proceed to effect such cure), then such Project (or portion thereof, as the case may be) shall cease to be included in the Borrowing Base until Borrower shall so complyinspection.