Common use of Record-Keeping Documentation Clause in Contracts

Record-Keeping Documentation. (a) Operator shall ensure that operation, service and maintenance records concerning Operator’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator in connection with its responsibilities hereunder, detailing the nature of the problems detected and the specifics of the problem resolution and submitted to Owner within ten (10) Business Days of the date when a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual report submitted to Owner within forty-five (45) Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be requested by Owner relating to the operating performance of the Bloom System for the preceding calendar year; and (iv) all records and data that must be timely produced and turned over to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the Owner’s Lender pursuant to the Credit Documents; and (v) such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to time. (b) All such records required to be created and maintained pursuant to Section 2.12(a) shall be kept available at the Operator’s office and made available for the Owner’s inspection upon request at all reasonable times. Any documentation prepared by Operator during the Term for the purposes of this Agreement, excluding the Training Materials, shall be directly prepared for Owner’s benefit and immediately become Owner’s property. Any such documentation shall be stored by Operator on behalf of Owner until its final delivery to Owner. Operator may retain a copy of all records related to each Facility for future analysis.

Record-Keeping Documentation. (a) Operator Seller shall ensure that operation, service and maintenance records concerning OperatorSeller’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System Facility in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner Buyer along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator Seller in connection with its responsibilities hereunder, detailing the nature of the problems with a Facility detected and the specifics of the problem resolution and submitted to Owner Buyer within ten (10) [***] Business Days of the date when such problem is resolved or within [***] Business Days of a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual report submitted to Owner Buyer within forty-five (45) [***] Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be reasonably requested by Owner Buyer relating to the operating performance of the Bloom System Facility for the preceding calendar year; and (iv) all records and data that must any other records, reports, or other documentation required to be timely produced and turned over delivered by Buyer to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the OwnerBuyer’s Lender pursuant to the Credit Documents; and (v) any agreement to which both such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be entities are a party or that are reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to timeBuyer. (b) All such records required to be created and maintained pursuant to Section 2.12(a6.1(a) shall be kept available at the OperatorSeller’s office and made available for the OwnerBuyer’s inspection upon request at all reasonable times. Any documentation prepared by Operator Seller during the Term for the purposes of this Agreement, excluding the Training Materials, Agreement shall be directly prepared for OwnerBuyer’s benefit and immediately become OwnerBuyer’s property. Any such documentation shall be stored by Operator Seller on behalf of Owner Buyer until its final delivery to OwnerBuyer. Operator Seller may retain a copy of all records related to each Facility for future analysis.. [***] Confidential Treatment Requested

Record-Keeping Documentation. (a) Operator Seller shall ensure that operation, service and maintenance records concerning OperatorSeller’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System Facility in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner Buyer along with the corresponding Annual Quarterly Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator Seller in connection with its responsibilities hereunder, detailing the nature of the problems with a Facility detected and the specifics of the problem resolution and submitted to Owner Buyer within ten [***] (10[***]) Business Days of the date when such problem is resolved or within [***] ([***]) Business Days of a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual a quarterly report submitted to Owner Buyer within forty-five [***] (45[***]) Business Days days after the end of each calendar year Calendar Quarter (“Annual Quarterly Report”) containing sufficient informationdetailing and documenting, detail on a monthly basis, the Efficiency and documentation as may be requested by Owner relating to total output (in kWh), of (A) each Facility comprising the operating performance of Portfolio, and (B) the Bloom System Portfolio, in each case for the preceding calendar yearCalendar Quarter; and (iv) all records and data that must be timely produced and turned over to any other records, reports, or other documentation (A) DPL required to be delivered by Buyer to Buyer’s Lenders pursuant to the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, Financing Documents or any other agreement to which both such entities are a party or (B) PJM pursuant to the PJM Agreements or (C) the Owner’s Lender pursuant to the Credit Documents; and (v) such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be that are reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time Buyer. Seller agrees to timeuse commercially reasonable efforts to promptly provide such documentation to Buyer, and shall provide a reasonable explanation for any inability to provide such documentation. (b) All such records required to be created and maintained pursuant to Section 2.12(a6.1(a) shall be kept available at the OperatorSeller’s office and made available for the OwnerBuyer’s inspection upon request at all reasonable times. Any documentation prepared by Operator Seller during the Term for the purposes of this Agreement, excluding the Training Materials, Agreement shall be directly prepared for OwnerBuyer’s benefit and immediately become OwnerBuyer’s property. Any such documentation shall be stored by Operator Seller on behalf of Owner Buyer until its final delivery to OwnerBuyer. Operator Seller may retain a copy of all records related to each Facility for future analysis.. [***] Confidential Treatment Requested

Record-Keeping Documentation. (a) Operator Seller shall ensure that operation, service and maintenance records concerning OperatorSeller’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System Facility in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner Buyer along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator Seller in connection with its responsibilities hereunder, detailing the nature of the problems with a Facility detected and the specifics of the problem resolution and submitted to Owner Buyer within ten (10) Business Days of the date when such problem is resolved or within ten (10) Business Days of a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual report submitted to Owner Buyer within forty-five (45) Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be reasonably requested by Owner Buyer relating to the operating performance of the Bloom System Facility for the preceding calendar year; and (iv) all records and data that must any other records, reports, or other documentation required to be timely produced and turned over delivered by Buyer to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the OwnerBuyer’s Lender pursuant to the Credit Documents; and (v) any agreement to which both such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be entities are a party or that are reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to timeBuyer. (b) All such records required to be created and maintained pursuant to Section 2.12(a6.1(a) shall be kept available at the OperatorSeller’s office and made available for the OwnerBuyer’s inspection upon request at all reasonable times. Any documentation prepared by Operator Seller during the Term for the purposes of this Agreement, excluding the Training Materials, Agreement shall be directly prepared for OwnerBuyer’s benefit and immediately become OwnerBuyer’s property. Any such documentation shall be stored by Operator Seller on behalf of Owner Buyer until its final delivery to OwnerBuyer. Operator Seller may retain a copy of all records related to each Facility for future analysis.

Record-Keeping Documentation. (a) Operator Seller shall ensure that operation, service and maintenance records concerning OperatorSeller’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner Buyer along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator Seller in connection with its responsibilities hereunder, detailing the nature of the problems with a Bloom System or the related BOF detected and the specifics of the problem resolution and submitted to Owner Buyer within ten (10) Business Days of the date when such problem is resolved or within ten (10) Business Days of a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual report submitted to Owner Buyer within forty-five (45) Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be reasonably requested by Owner Buyer relating to the operating performance of the Bloom System for the preceding calendar year; and (iv) all records and data that must any other records, reports, or other documentation required to be timely produced and turned over delivered by Buyer to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the OwnerBuyer’s Lender pursuant to the Credit Documents; and (v) any agreement to which both such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be reasonably required of an “Operator” of entities are a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to timeparty. (b) All such records required to be created and maintained pursuant to Section 2.12(a6.1(a) shall be kept available at the OperatorSeller’s office and made available for the OwnerBuyer’s inspection upon request at all reasonable times. Any documentation prepared by Operator Seller during the Term for the purposes of this Agreement, excluding the Training Materials, Agreement shall be directly prepared for OwnerBuyer’s benefit and immediately become OwnerBuyer’s property. Any such documentation shall be stored by Operator Seller on behalf of Owner Buyer until its final delivery to OwnerBuyer. Operator Seller may retain a copy of all records related to each Facility for future analysis.

Record-Keeping Documentation. (a) Operator shall ensure that operation, service and maintenance records concerning Operator’s activities hereunder are properly created and maintained at all timestimes during the Term. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator in connection with its responsibilities hereunder, detailing the nature of the problems detected and the specifics of the problem resolution and submitted to Owner within ten (10) Business Days of the date when a service technician is dispatched to the site Site in response to a Bloom System or BOF fault or routine inspection or service;; and (iii) an annual report submitted to Owner within forty-five (45) Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be requested by Owner relating to the operating performance of the Bloom System for the preceding calendar year; and (iv) all records and data that must be timely produced and turned over to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the Owner’s Lender pursuant to the Credit Documents; and (v) such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to time. (b) All such records required to be created and maintained pursuant to Section 2.12(a) shall be kept available at the Operator’s office and made available for the Owner’s inspection upon request at all reasonable times. Any documentation prepared by Operator during the Term for the purposes of this Agreement, excluding the Training Materials, shall be directly prepared for Owner’s benefit and immediately become Owner’s property. Any such documentation shall be stored by Operator on behalf of Owner until its final delivery to Owner. Operator may retain a copy of all records related to each Facility for future analysisin order to comply with its obligations under this Agreement.

Record-Keeping Documentation. (a) Operator shall ensure that operation, service and maintenance records concerning Operator’s activities hereunder are properly created and maintained at all timestimes during the Term. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator in connection with its responsibilities hereunder, detailing the nature of the problems detected and the specifics of the problem resolution and submitted to Owner within ten (10) [***] Business Days of the date when a service technician is dispatched to the site Site in response to a Bloom System or BOF fault or routine inspection or service;; and (iii) an annual report submitted to Owner within forty-five (45) [***] Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be requested by Owner relating to the operating performance of the Bloom System for the preceding calendar year; and (iv) all records and data that must be timely produced and turned over to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the Owner’s Lender pursuant to the Credit Documents; and (v) such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to time. (b) All such records required to be created and maintained pursuant to Section 2.12(a) shall be kept available at the Operator’s office and made available for the Owner’s inspection upon request at all reasonable times. Any documentation prepared by Operator during the Term for the purposes of this Agreement, excluding the Training Materials, shall be directly prepared for Owner’s benefit and immediately become Owner’s property. Any such documentation shall be stored by Operator on behalf of Owner until its final delivery to Owner. Operator may retain a copy of all records related to each Facility for future analysisin order to comply with its obligations under this Agreement.

Record-Keeping Documentation. (a) Operator Seller shall ensure that operation, service and maintenance records concerning OperatorSeller’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner Buyer along with the corresponding Annual Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator Seller in connection with its responsibilities hereunder, detailing the nature of the problems with a Bloom System or the related BOF detected and the specifics of the problem resolution and submitted to Owner Buyer within ten (10) [***] Business Days of the date when such problem is resolved or within [***] Business Days of a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual report submitted to Owner Buyer within forty-five (45) [***] Business Days after the end of each calendar year (“Annual Report”) containing sufficient information, detail and documentation as may be reasonably requested by Owner Buyer relating to the operating performance of the Bloom System for the preceding calendar year; and (iv) all records and data that must any other records, reports, or other documentation required to be timely produced and turned over delivered by Buyer to (A) DPL pursuant the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, (B) PJM pursuant to the PJM Agreements or (C) the OwnerBuyer’s Lender pursuant to the Credit Documents; and (v) any agreement to which both such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be reasonably required of an “Operator” of entities are a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time to timeparty. (b) All such records required to be created and maintained pursuant to Section 2.12(a6.1(a) shall be kept available at the OperatorSeller’s office and made available for the OwnerBuyer’s inspection upon request at all reasonable times. Any documentation prepared by Operator Seller during the Term for the purposes of this Agreement, excluding the Training Materials, Agreement shall be directly prepared for OwnerBuyer’s benefit and immediately become OwnerBuyer’s property. Any such documentation shall be stored by Operator Seller on behalf of Owner Buyer until its final delivery to OwnerBuyer. Operator Seller may retain a copy of all records related to each Facility for future analysis.

Record-Keeping Documentation. (a) Operator Seller shall ensure that operation, service and maintenance records concerning OperatorSeller’s activities hereunder are properly created and maintained at all times. Such records shall include, but not be limited to, the following: (i) a separate “Maintenance Specification Log” for each Bloom System Facility in a paper or electronic format (with entries made for each inspection, including any discrepancies found during such inspection), a copy of which shall be submitted, in paper or electronic format, to Owner Buyer along with the corresponding Annual Quarterly Reports; (ii) a Site service report completed in respect of each inspection, repair, replacement, service or other activity or observation made by Operator Seller in connection with its responsibilities hereunder, detailing the nature of the problems with a Facility detected and the specifics of the problem resolution and submitted to Owner Buyer within ten (10) Business Days of the date when such problem is resolved or within ten (10) Business Days of a service technician is dispatched to the site in response to a Bloom System or BOF fault or routine inspection or service; (iii) an annual a quarterly report submitted to Owner Buyer within forty-five (45) Business Days days after the end of each calendar year Calendar Quarter (“Annual Quarterly Report”) containing sufficient informationdetailing and documenting, detail on a monthly basis, the Efficiency and documentation as may be requested by Owner relating to total output (in kWh), of (A) each Facility comprising the operating performance of Portfolio, and (B) the Bloom System Portfolio, in each case for the preceding calendar yearCalendar Quarter; and (iv) all records and data that must be timely produced and turned over to any other records, reports, or other documentation (A) DPL required to be delivered by Buyer to Buyer’s Lenders pursuant to the QFCP-RC Tariff (including without limitation, the Heat Rate calculations as set forth in QFCP-RC Tariff Section C., and monthly documentation of PJM Revenues as set forth in QFCP-RC Tariff Section H.) and the DPL Agreements, Financing Documents or any other agreement to which both such entities are a party or (B) PJM pursuant to the PJM Agreements or (C) the Owner’s Lender pursuant to the Credit Documents; and (v) such other reports and/or documentation prepared by Operator concerning its activities hereunder as may be that are reasonably required of an “Operator” of a Qualified Fuel Cell Project under the REPS Act and the QFCP-RC Tariff or as requested by Owner from time Buyer. Seller agrees to timeuse commercially reasonable efforts to promptly provide such documentation to Buyer, and shall provide a reasonable explanation for any inability to provide such documentation. (b) All such records required to be created and maintained pursuant to Section 2.12(a6.1(a) shall be kept available at the OperatorSeller’s office and made available for the OwnerBuyer’s inspection upon request at all reasonable times. Any documentation prepared by Operator Seller during the Term for the purposes of this Agreement, excluding the Training Materials, Agreement shall be directly prepared for OwnerBuyer’s benefit and immediately become OwnerBuyer’s property. Any such documentation shall be stored by Operator Seller on behalf of Owner Buyer until its final delivery to OwnerBuyer. Operator Seller may retain a copy of all records related to each Facility for future analysis.