Common use of Administration Fee; Reimbursable Expenses Clause in Contracts

Administration Fee; Reimbursable Expenses. (i) The annual administration fee owed by the Company to the Administrator for the Services shall be an amount equal to $[***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations, and (ii) the annual administration fee owed by the Project Company to the Administrator for the Services shall be an amount equal to [***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations (such administration fees, together, the “Administration Fee”), due in equal monthly installments (pro-rated, if applicable, for the first month after the execution of this Agreement) and in each case increasing by [***] on the first and each subsequent anniversary of the date of this Agreement. The Parties acknowledge that the Administration Fee is a fair price, negotiated at arms-length, for the Services. (b) In connection with matters within the Annual Budget, and matters outside of the parameters of the Annual Budget but authorized pursuant to this Section 4.01(b), the Company will reimburse the Administrator from the Company’s funds for the following expenses (other than any such expenses that constitute Excluded Expenses): (i) all reasonable out-of-pocket expenses of Administrator’s personnel performing work in the capacity as Administrator, (ii) all Emergency Expenditures and (iii) reasonable expenses of unaffiliated third parties (other than any such Persons performing Nonreimbursable Services) which, for the convenience of the Company or the Project Company, perform services by contract with the Administrator rather than directly with the Company or the Project Company, as applicable, provided that the Members have consented to such arrangement. For purposes of this Section 4.01(b), (x) “Excluded Expenses” shall mean costs incurred by Administrator in employing its personnel (other than amounts payable to its personnel as described in clause (i) above), including costs associated with wages, benefits, workers’ compensation insurance and home office expenses and costs incurred to retain unaffiliated third parties to perform Nonreimbursable Services, and (y) an “Emergency Expenditure” shall mean an expense with respect to the Company, the Project Company or the Portfolio that is not included in the Annual Budget and which is incurred, in the reasonable judgment of the Administrator, to avoid or to mitigate an imminent risk of physical injury to any Person or damage to any property, or an imminent violation of law and with respect to which there is not a reasonable opportunity to convene a meeting of the Members in order to [***] Confidential Treatment Requested obtain prior approval of the expense. The Administrator shall give prompt written notice to the Members of any Emergency Expenditure. Notwithstanding any of the foregoing, for the avoidance of doubt, to the extent an obligation of the Administrator is expressly to be performed at the sole expense of the Company or the Project Company, is not in violation of the express terms of this Agreement, and is not a Nonreimbursable Service, the Administrator shall be reimbursed by the Company or the Project Company, as applicable, for any amount (other than Excluded Expenses) expended from its own funds to perform such obligations.

Administration Fee; Reimbursable Expenses. (i) The annual administration fee owed by the Company to the Administrator for the Services shall be an amount equal to $[***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations, and (ii) the annual administration fee owed by the Project Company to the Administrator for the Services shall be an amount equal to [***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations (such administration fees, together, the “Administration Fee”), due in equal monthly installments (pro-rated, if applicable, for the first month after the execution of this Agreement) and in each case increasing by [***] on the first and each subsequent anniversary of the date of this Agreementannual installments. The Parties acknowledge that the Administration Fee is a fair price, negotiated at arms-length, for the Services. (b) In connection with matters within the Annual Budget, and matters outside of the parameters of the Annual Budget but authorized pursuant to this Section 4.01(b), the Company will reimburse the Administrator from the Company’s funds for the following expenses (other than any such expenses that constitute Excluded Expenses): (i) all reasonable out-of-pocket expenses of Administrator’s personnel performing work in the capacity as Administrator, (ii) all Emergency Expenditures and (iii) reasonable expenses of unaffiliated third parties (other than any such Persons performing Nonreimbursable Services) which, for the convenience of the Company or the Project Company, perform services by contract with the Administrator rather than directly with the Company or the Project Company, as applicable, provided that the Members have consented to such arrangement. For purposes of this Section 4.01(b), (x) “Excluded Expenses” shall mean costs incurred by Administrator in employing its personnel (other than amounts payable to its personnel as described in clause (i) above), including costs associated with wages, benefits, workers’ compensation insurance and home office expenses and costs incurred to retain unaffiliated third parties to perform Nonreimbursable Services, and (y) an “Emergency Expenditure” shall mean an expense with respect to the Company, the Project Company or the Portfolio that is not included in the Annual Budget and which is incurred, in the reasonable judgment of the Administrator, to avoid or to mitigate an imminent risk of physical injury to any Person or damage to any property, or an imminent violation of law and with respect to which there is not a reasonable opportunity to convene a meeting of the Members in order to [***] Confidential Treatment Requested obtain prior approval of the expense. The Administrator shall give prompt written notice to the Members of any Emergency Expenditure. Notwithstanding any of the foregoing, for the avoidance of doubt, to the extent an obligation of the Administrator is expressly to be performed at the sole expense of the Company or the Project Company, is not in violation of the express terms of this Agreement, and is not a Nonreimbursable Service, the Administrator shall be reimbursed by the Company or the Project Company, as applicable, for any amount (other than Excluded Expenses) expended from its own funds to perform such obligations.. [***] Confidential Treatment Requested

Administration Fee; Reimbursable Expenses. (i) The annual administration fee owed by the Company to the Administrator for the Services shall be an amount equal to $[***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations, and (iia) the annual administration fee owed by the Project Company to the Administrator for the Services shall be an amount equal to [***] per [***] kW of System Capacity with respect to a Bloom System Facility as of the date such Bloom System Facility has achieved Commencement of Operations (such administration fees, together, the “Administration Fee”), due in equal monthly installments (pro-rated, if applicable, for the first month after the execution of this Agreement) and in each case increasing by [***] on the first and each subsequent anniversary of the date of this Agreement. The Parties acknowledge that the Administration Fee is a fair price, negotiated at arms-length, for the Services. (b) In connection with matters within the Annual Budget, and matters outside of the parameters of the Annual Budget but authorized pursuant to this Section 4.01(b), the Project Company will reimburse the Administrator from the Company’s funds for the following expenses (other than any such expenses that constitute Excluded Expenses): (i) all reasonable out-of-pocket expenses of Administrator’s personnel performing work in the capacity as Administrator, (ii) all Emergency Expenditures and (iii) reasonable expenses of unaffiliated third parties (other than any such Persons performing Nonreimbursable Services) which, for the convenience of the Company or the Project Company, perform services by contract with the Administrator rather than directly with the Company or the Project Company, as applicable, provided that the Members have Sole Member has consented to such arrangement. For purposes of this Section 4.01(b), (x) “Excluded Expenses” shall mean costs incurred by Administrator in employing its personnel (other than amounts payable to its personnel as described in clause (i) above), including costs associated with wages, benefits, workers’ compensation insurance and home office expenses and costs incurred to retain unaffiliated third parties to perform Nonreimbursable Services, and (y) an “Emergency Expenditure” shall mean an expense with respect to the Company, the Project Company or the Portfolio that is not included in the Annual Budget and which is incurred, in the reasonable judgment of the Administrator, to avoid or to mitigate an imminent risk of physical injury to any Person or damage to any property, or an imminent violation of law and with respect to which there is not a reasonable opportunity to convene a meeting of contact the Members Sole Member in order to [***] Confidential Treatment Requested obtain prior approval of the expense. The Administrator shall give prompt written notice to the Members Sole Member of any Emergency Expenditure. Notwithstanding any of the foregoing, for the avoidance of doubt, to the extent an obligation of the Administrator is expressly to be performed at the sole expense of the Company or the Project Company, is not in violation of the express terms of this Agreement, and is not a Nonreimbursable Service, the Administrator shall be reimbursed by the Project Company or the Project Company, as applicable, for any amount (other than Excluded Expenses) expended from its own funds to perform such obligations.

Administration Fee; Reimbursable Expenses. (i) The annual administration fee owed by the Company to the Administrator for the Services shall be an amount equal to one dollar ($[***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations, and 1.00) (ii) the annual administration fee owed by the Project Company to the Administrator for the Services shall be an amount equal to [***] per [***] kW of System Capacity with respect to a Bloom System as of the date such Bloom System has achieved Commencement of Operations (such administration fees, together, the “Administration Fee”), due in equal monthly installments (pro-rated, if applicable, for the first month after the execution of this Agreement) and in each case increasing by [***] on the first and each subsequent anniversary of the date of this Agreementannual installments. The Parties acknowledge that the Administration Fee is a fair price, negotiated at arms-length, for the Services. (b) In connection with matters within the Annual Budget, and matters outside of the parameters of the Annual Budget but authorized pursuant to this Section 4.01(b), the Company will reimburse the Administrator from the Company’s funds for the following expenses (other than any such expenses that constitute Excluded Expenses): (i) all reasonable out-of-pocket expenses of Administrator’s personnel performing work in the capacity as Administrator, (ii) all Emergency Expenditures and (iii) reasonable expenses of unaffiliated third parties (other than any such Persons performing Nonreimbursable Services) which, for the convenience of the Company or the Project Company, perform services by contract with the Administrator rather than directly with the Company or the Project Company, as applicable, provided that the Members have consented to such arrangement. For purposes of this Section 4.01(b), (x) “Excluded Expenses” shall mean costs incurred by Administrator in employing its personnel (other than amounts payable to its personnel as described in clause (i) above), including costs associated with wages, benefits, workers’ compensation insurance and home office expenses and costs incurred to retain unaffiliated third parties to perform Nonreimbursable Services, and (y) an “Emergency Expenditure” shall mean an expense with respect to the Company, the Project Company or the Portfolio that is not included in the Annual Budget and which is incurred, in the reasonable judgment of the Administrator, to avoid or to mitigate an imminent risk of physical injury to any Person or damage to any property, or an imminent violation of law and with respect to which there is not a reasonable opportunity to convene a meeting of the Members in order to [***] Confidential Treatment Requested obtain prior approval of the expense. The Administrator shall give prompt written notice to the Members of any Emergency Expenditure. Notwithstanding any of the foregoing, for the avoidance of doubt, to the extent an obligation of the Administrator is expressly to be performed at the sole expense of the Company or the Project Company, is not in violation of the express terms of this Agreement, and is not a Nonreimbursable Service, the Administrator shall be reimbursed by the Company or the Project Company, as applicable, for any amount (other than Excluded Expenses) expended from its own funds to perform such obligations.