Common use of Financial Compliance Clause in Contracts

Financial Compliance. (a) Seller shall provide or cause to be provided to Company on a timely basis, as reasonably determined by Company, all information, including but not limited to information that may be obtained in any audit referred to below (the “Information”), reasonably requested by Company for purposes of permitting Company and Hawaiian Electric Industries, Inc. (“HEI”) to comply with the requirements (initial and on-going) of (i) identifying variable interest entities and determining primary beneficiaries under the accounting principles of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 810, Consolidation (“FASB ASC 810”), (ii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 (“SOX 404”) and (iii) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810 and SOX 404 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other governing agencies. In addition, if required by Company in order to meet its compliance obligations, Seller shall allow Company or its independent auditor, to audit, to the extent reasonably required, Seller’s financial records, including its system of internal controls over financial reporting; provided that Company shall be responsible for all costs associated with the foregoing, including but not limited to Seller’s reasonable internal costs. Company shall limit access to such Information to persons involved with such compliance matters and restrict persons involved in Company’s monitoring, dispatch or scheduling of Seller and/or Facility, or the administration of the Agreement, from having access to such Information(unless approved in writing in advance, by Seller). SHEET NO. 88L Effective October 22, 2010 MAUI DIVISION SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued)

Financial Compliance. (a) Seller shall provide or cause to be provided to Company on a timely basis, as reasonably determined by Company, all information, including but not limited to information that may be obtained in any audit referred to below (the “Financial Compliance Information”), reasonably requested by Company for purposes of permitting Company and Hawaiian Electric Industriesits parent company, Inc. (“HEI”) , to comply with the requirements (initial and on-going) of (i) identifying variable interest entities and determining primary beneficiaries under the accounting principles of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 810, Consolidation (“FASB ASC 810”), (ii) the accounting principles of FASB ASC 842 Leases (“FASB ASC 842”), (iii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 (“SOX 404”) and (iiiiv) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810 810, SOX 404, and SOX 404 FASB ASC 842 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other governing agenciesGovernmental Authorities. In addition, if required by Company in order to meet its compliance obligations, Seller shall allow Company or its independent auditor, auditor to audit, to the extent reasonably required, Seller’s financial records, including its system of internal controls over financial reporting; provided provided, however, that Company shall be responsible for all costs associated with the foregoing, including but not limited to Seller’s reasonable internal costs. Company shall limit access to such Financial Compliance Information to persons involved with such compliance matters and restrict persons involved in Company’s monitoring, dispatch or scheduling of Seller and/or the Facility, or the administration of the this Agreement, from having access to such Information(unless Financial Compliance Information (unless approved in writing in advance, by Seller). SHEET NO. 88L Effective October 22, 2010 MAUI DIVISION SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued).

Financial Compliance. (a1) Seller If Company reasonably believes the provisions of this Section 6.G apply to the CBRE Project, Company shall notify Subscriber Organization in writing and Subscriber Organization shall provide or cause to be provided to Company on a timely basis, as reasonably determined by Company, all information, including but not limited to information that may be obtained in any audit referred to below (the “"Financial Compliance Information”"), reasonably requested by Company for purposes of permitting Company and its parent company, Hawaiian Electric Industries, Inc. (“HEI”) to comply with the requirements (initial and on-going) of (i) identifying variable interest entities and determining primary beneficiaries under the accounting principles of Financial Accounting Standards Board (“"FASB”") Accounting Standards Codification 810, Consolidation (“"FASB ASC 810”"), (ii) Section 404 of the die Xxxxxxxx-Xxxxx Act of 2002 (“"SOX 404”") and (iiihi) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810 810, and SOX 404 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other governing governmental agencies. In addition, if required by Company in order to meet its compliance obligations, Seller . Subscriber Organization shall allow Company or its independent auditor, auditor to audit, to the extent reasonably required, Seller’s . Subscriber Organization's financial records, including its system of internal controls over financial reporting; provided provided, however, that Company shall be responsible for all costs associated with the foregoing, including but not limited to Seller’s Subscriber Organization's reasonable internal costs. Company shall limit access to such Financial Compliance Information to persons Company and HEI personnel involved with such compliance matters and restrict persons any Company or HEI personnel involved in Company’s 's monitoring, dispatch or scheduling of Seller the Subscriber Organization and/or Facilitythe CBRE Project, or the administration of the Agreementthis Contract, or in developing potential CBRE projects, from having access to such Information(unless Financial Compliance Information (unless approved in writing in advance, advance by SellerSubscriber Organization). SHEET NO. 88L Effective October 22, 2010 MAUI DIVISION SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued).

Financial Compliance. (a) Seller shall provide or cause to be provided to Company on a timely basis, as reasonably determined by Company, all information, including but not limited to information that may be obtained in any audit referred to below (the “Information”), reasonably requested by Company for purposes of permitting Company and Hawaiian Electric Industries, Inc. (“HEI”) to comply with the requirements (initial and on-going) of (i) identifying variable interest entities and determining primary beneficiaries under the accounting principles of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 810, Consolidation (“FASB ASC 810”), (ii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 (“SOX 404”) and (iii) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810 and SOX 404 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other governing agencies. In addition, if required by Company in order to meet its compliance obligations, Seller shall allow Company or its independent auditor, to audit, to the extent reasonably required, Seller’s financial records, including its system of internal controls over financial reporting; provided that Company shall be responsible for all costs associated with the foregoing, including but not limited to Seller’s reasonable internal costs. Company shall limit access to such Information to persons involved with such compliance matters and restrict persons involved in Company’s monitoring, dispatch or scheduling of Seller and/or Facility, or the administration of the Agreement, from having access to such Information(unless approved in writing in advance, by Seller). SHEET NO. 88L 79L Effective October 22, 2010 MAUI DIVISION SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued)

Financial Compliance. (a) Seller 1. If Company reasonably believes the provisions of this Section 7.G apply to the CBRE Facility, Company shall notify Subscriber Organization in writing and Subscriber Organization shall provide or cause to be provided to Company on a timely basis, as reasonably determined by Company, all information, including but not limited to information that may be obtained in any audit referred to below (the “"Financial Compliance Information”"), reasonably requested by Company for purposes of permitting Company and its parent company, Hawaiian Electric Industries, Inc. (“HEI”) to comply with the requirements (initial and on-going) of (i) identifying variable interest entities and determining primary beneficiaries under the accounting principles of Financial Accounting Standards Board (“"FASB”") Accounting Standards Codification 810, Consolidation ("FASB ASC 810"), (ii) FASB ASC 842 Leases (“FASB ASC 810842”), (iiiii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 (“"SOX 404”") and (iiiiv) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810 810, FASB ASC 842, and SOX 404 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other governing agenciesGovernmental Authorities. In addition, if required by Company in order to meet its compliance obligations, Seller Subscriber Organization shall allow Company or its independent auditor, auditor to audit, to the extent reasonably required, Seller’s Subscriber Organization's financial records, including its system of internal controls over financial reporting; provided provided, however, that Company shall be responsible for all costs associated with the foregoing, including but not limited to Seller’s Subscriber Organization's reasonable internal costs. Company shall limit access to such Financial Compliance Information to persons Company and HEI personnel involved with such compliance matters and restrict persons any Company or HEI personnel involved in Company’s 's monitoring, dispatch or scheduling of Seller the Subscriber Organization and/or the CBRE Facility, or the administration of the Agreementthis Contract, or in developing potential CBRE projects, from having access to such Information(unless Financial Compliance Information (unless approved in writing in advance, advance by SellerSubscriber Organization). SHEET NO. 88L Effective October 22, 2010 MAUI DIVISION SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued).