Common use of Financial Compliance Clause in Contracts

Financial Compliance. 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, 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) the accounting principles of Financial Accounting Standards Board ("FASB") Accounting Standards Codification 810, Consolidation ("FASB ASC 810"), (ii) FASB ASC 842 Leases (“FASB ASC 842”), (iii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 ("SOX 404") and (iv) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 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 Governmental Authorities. In addition, if required by Company in order to meet its compliance obligations, Subscriber Organization shall allow Company or its independent auditor to audit, to the extent reasonably required, Subscriber Organization's financial records, including its system of internal controls over financial reporting; provided, however, that Company shall be responsible for all costs associated with the foregoing, including but not limited to Subscriber Organization's reasonable internal costs. Company shall limit access to such Financial Compliance Information to Company and HEI personnel involved with such compliance matters and restrict any Company or HEI personnel involved in Company's monitoring, dispatch or scheduling of the Subscriber Organization and/or the CBRE Facility, the administration of this Contract, or in developing potential CBRE projects, from having access to such Financial Compliance Information (unless approved in writing in advance by Subscriber Organization).

Financial Compliance. 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 (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 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 842”), (iii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 ("“SOX 404"”) and (iviii) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810, FASB ASC 842, 810 and SOX 404 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other Governmental Authoritiesgoverning agencies. In addition, if required by Company in order to meet its compliance obligations, Subscriber Organization Seller shall allow Company or its independent auditor auditor, to audit, to the extent reasonably required, Subscriber Organization's Seller’s financial records, including its system of internal controls over financial reporting; provided, however, provided that Company shall be responsible for all costs associated with the foregoing, including but not limited to Subscriber Organization's Seller’s reasonable internal costs. Company shall limit access to such Financial Compliance Information to Company and HEI personnel persons involved with such compliance matters and restrict any Company or HEI personnel persons involved in Company's ’s monitoring, dispatch or scheduling of the Subscriber Organization Seller and/or the CBRE Facility, or the administration of this Contract, or in developing potential CBRE projectsthe Agreement, from having access to such Financial Compliance Information (unless Information(unless approved in writing in advance advance, by Subscriber OrganizationSeller).. SHEET NO. 88L Effective October 22, 2010 MAUI DIVISION SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued)

Financial Compliance. 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 (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 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 842”), (iii) Section 404 of the Xxxxxxxx-Xxxxx Act of 2002 ("“SOX 404"”) and (iviii) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810, FASB ASC 842, 810 and SOX 404 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other Governmental Authoritiesgoverning agencies. In addition, if required by Company in order to meet its compliance obligations, Subscriber Organization Seller shall allow Company or its independent auditor auditor, to audit, to the extent reasonably required, Subscriber Organization's Seller’s financial records, including its system of internal controls over financial reporting; provided, however, provided that Company shall be responsible for all costs associated with the foregoing, including but not limited to Subscriber Organization's Seller’s reasonable internal costs. Company shall limit access to such Financial Compliance Information to Company and HEI personnel persons involved with such compliance matters and restrict any Company or HEI personnel persons involved in Company's ’s monitoring, dispatch or scheduling of the Subscriber Organization Seller and/or the CBRE Facility, or the administration of this Contract, or in developing potential CBRE projectsthe Agreement, from having access to such Financial Compliance Information (unless Information(unless approved in writing in advance advance, by Subscriber OrganizationSeller).. SHEET NO. 79L Effective October 22, 2010 SCHEDULE FIT TIER 1 AND TIER 2 AGREEMENT (Continued)

Financial Compliance. (1. ) If Company reasonably believes the provisions of this Section 7.G 6.G apply to the CBRE FacilityProject, Company shall notify Subscriber Organization in writing and Subscriber Organization shall provide or cause to be provided to Company on a timely basis, 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) the accounting principles of Financial Accounting Standards Board ("FASB") Accounting Standards Codification 810, Consolidation ("FASB ASC 810"), (ii) FASB ASC 842 Leases (“FASB ASC 842”), (iii) Section 404 of the die Xxxxxxxx-Xxxxx Act of 2002 ("SOX 404") and (ivhi) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 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 Governmental Authoritiesgovernmental agencies. In addition, if required by Company in order to meet its compliance obligations, . Subscriber Organization shall allow Company or its independent auditor to audit, to the extent reasonably required, . Subscriber Organization's financial records, including its system of internal controls over financial reporting; provided, however, that Company shall be responsible for all costs associated with the foregoing, including but not limited to Subscriber Organization's reasonable internal costs. Company shall limit access to such Financial Compliance Information to Company and HEI personnel involved with such compliance matters and restrict any Company or HEI personnel involved in Company's monitoring, dispatch or scheduling of the Subscriber Organization and/or the CBRE FacilityProject, the administration of this Contract, or in developing potential CBRE projects, from having access to such Financial Compliance Information (unless approved in writing in advance by Subscriber Organization).

Financial Compliance. 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 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 its parent company, Hawaiian Electric IndustriesHEI, Inc. (“HEI”) to comply with the requirements (initial and on-going) of (i) 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 (iv) all clarifications, interpretations and revisions of and regulations implementing FASB ASC 810, SOX 404, and FASB ASC 842, and SOX 404 842 issued by the FASB, Securities and Exchange Commission, the Public Company Accounting Oversight Board, Emerging Issues Task Force or other Governmental Authorities. In addition, if required by Company in order to meet its compliance obligations, Subscriber Organization Seller shall allow Company or its independent auditor to audit, to the extent reasonably required, Subscriber Organization's Seller’s financial records, including its system of internal controls over financial reporting; provided, however, that Company shall be responsible for all costs associated with the foregoing, including but not limited to Subscriber Organization's Seller’s reasonable internal costs. Company shall limit access to such Financial Compliance Information to Company and HEI personnel persons involved with such compliance matters and restrict any Company or HEI personnel persons involved in Company's ’s monitoring, dispatch or scheduling of the Subscriber Organization Seller and/or the CBRE Facility, or the administration of this Contract, or in developing potential CBRE projectsAgreement, from having access to such Financial Compliance Information (unless approved in writing in advance advance, by Subscriber OrganizationSeller).