Common use of Financing Parties’ Requirements and Lien Waivers Clause in Contracts

Financing Parties’ Requirements and Lien Waivers. (a) Contractor acknowledges that Owner may borrow certain funds from the Financing Parties for the construction of the Facility and that, as a condition to making loans to Owner, the Financing Parties may from time to time require certain documents from Contractor and its Subcontractors and Vendors. In connection therewith, Contractor agrees to furnish to the Financing Parties, and to use its commercially reasonable efforts to cause its Subcontractors and Vendors at Owner’s request to furnish to the Financing Parties, such written information, certificates, copies of unpriced invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing, Contractor shall state in writing whether or not it is satisfied with Owner’s performance to that date. (b) Contractor shall promptly execute any additional documentation as may be reasonably requested by the Financing Parties, including, but not limited to, documents evidencing Contractor’s consent to assignment of this Agreement as a security to the Financing Parties or otherwise upon the occurrence of events specified in such documents and any reasonably agreed-upon modifications to this Agreement. (c) As a condition precedent to the making of any payment hereunder, Owner shall require that Contractor and each of its Substantial Subcontractors and Substantial Vendors provide Owner with a certificate (in substantially the form as Exhibit H and Exhibit H-1 attached hereto) stating that all amounts due to Contractor and its Subcontractors and Vendors have been paid. Contractor shall provide such certificates simultaneously with each application for payment. (d) Contractor hereby subordinates any Liens to which it may be entitled under Applicable Law or under the provisions of this Agreement to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of Contractor. In addition, Contractor shall submit proof reasonably satisfactory to Owner that it has included in each contract entered into by it with a Subcontractor or Vendor a requirement that any Lien to which such Subcontractor or Vendor may be entitled to thereunder or by Applicable Law shall be subordinate and inferior to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of such Subcontractor or Vendor. (e) In the event of Owner’s default under this Agreement, the Financing Parties shall have the right to cure Owner’s default and, in the event of such cure, Contractor’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) days from the date notice of default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to Contractor which are due and payable under this Agreement or to maintain Owner’s insurance pursuant to Section 9.09, or (ii) not less than sixty (60) days to cure, or begin to cure, such default if the breach or default cannot be cured by the payment of money to Contractor so long as the Financing Parties or their designee shall thereafter diligently pursue such cure to completion and continues to perform any monetary obligations under this Agreement and all other obligations under this Agreement are performed by Owner or the Financing Parties. If possession of the Facility is necessary to cure such breach or default, and the Financing Parties declare Owner in default and commence foreclosure proceedings, the Financing Parties will be allowed a reasonable period to complete such proceedings. If the Financing Parties are prohibited by any court order or proceedings from curing the default or from commencing or prosecuting foreclosure proceedings, the foregoing time periods shall be extended by the period of such prohibition. Contractor further agrees to perform its obligations hereunder for the benefit of the Financing Parties in the event of Owner’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or its assignee) shall have cured all defaults of Owner’s obligations hereunder and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or its assignee) shall have the rights and obligations of Owner under this Agreement; provided that, except for a breach of the confidentiality obligations hereunder, the Financing Parties shall have no personal liability to Contractor for the performance of such obligations, and the sole recourse of Contractor in seeking the enforcement of such obligations shall be to such parties’ interest in the Facility.

Financing Parties’ Requirements and Lien Waivers. (a) Contractor acknowledges that Owner may will borrow certain funds from the Financing Parties for the construction of the Facility Plant and that, as a condition to making loans to Owner, the Financing Parties may from time to time require certain documents from Contractor and its Subcontractors and Vendors. In connection therewith, Contractor agrees to furnish to the Financing Parties, and to use its commercially reasonable best efforts to cause its Subcontractors and Vendors at Owner’s request to furnish to the Financing Parties, such written information, certificates, copies of unpriced invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing, Contractor shall state in writing whether or not it is satisfied with Owner’s 's performance to that date. (b) Contractor shall promptly execute any additional documentation as may be reasonably requested by the Financing Parties, including, but not limited to, documents evidencing Contractor’s 's consent to assignment of this Agreement as a security to the Financing Parties or otherwise upon the occurrence of events specified in such documents and any reasonably agreed-upon reasonable modifications to this Agreement. (c) As a condition precedent to the making of any payment hereunder, Owner shall require that Contractor and each of its Substantial Subcontractors and Substantial Vendors provide Owner with a certificate (in substantially the form as Exhibit H and Exhibit H-1 attached hereto) stating that all amounts due to Contractor and its Subcontractors and Vendors have been paid. Contractor shall provide such certificates simultaneously with each application for payment. (d) Contractor hereby subordinates any Liens to which it may be entitled under Applicable Law or under the provisions of this Agreement to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of Contractor. In addition, Contractor shall submit proof reasonably satisfactory to Owner that it has included in each contract entered into by it with a Subcontractor or Vendor a requirement that any Lien to which such Subcontractor or Vendor may be entitled to thereunder or by Applicable Law shall be subordinate and inferior to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of such Subcontractor or Vendor. (e) In the event of Owner’s 's default under this Agreement, the Financing Parties shall have the right to cure Owner’s 's default and, in the event of such cureevent, Contractor’s 's duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) days from the date notice of default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to Contractor which are due and payable under this Agreement or to maintain Owner’s insurance pursuant to Section 9.09, the Contract or (ii) not less than sixty forty-five (6045) days to cure, or begin to cure, cure such default if the breach or default cannot be cured by the payment of money to Contractor so long as the Financing Parties or their designee shall have commenced to cure the default within such forty-five (45) day period and thereafter diligently pursue pursues such cure to completion and continues to perform any monetary obligations under this Agreement the Contract and all other obligations under this Agreement the Contract are performed by Owner or the Financing Parties. If possession of the Facility Project is necessary to cure such breach or default, and the Financing Parties declare Owner in default and commence foreclosure proceedings, the Financing Parties will be allowed a reasonable period to complete such proceedings. If the Financing Parties are prohibited by any court order or proceedings from curing the default or from commencing or prosecuting foreclosure proceedings, the foregoing time periods shall be extended by the period of such prohibition. Contractor further agrees to perform its obligations hereunder for the benefit of the Financing Parties in the event of Owner’s 's default under this Agreement or under the Financing Documents, provided that the Financing Parties (or its assignee) shall have cured all defaults of Owner’s 's obligations hereunder and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or its assignee) shall have the rights and obligations of Owner under this Agreement; provided that, except for a breach of the confidentiality obligations hereunder, the Financing Parties shall have no personal liability to Contractor for the performance of such obligations, and the sole recourse of Contractor in seeking the enforcement of such obligations shall be to such parties’ ' interest in the FacilityProject.

Financing Parties’ Requirements and Lien Waivers. (a) Contractor EPMI acknowledges that Owner FRONTERA may borrow certain funds from the Financing Parties for the construction acquisition of the Facility and that, as a condition to making loans to OwnerFRONTERA, the Financing Parties may require that FRONTERA convey a security interest in the Facility, any Transaction, or in this Agreement, and from time to time may require certain documents from Contractor and its Subcontractors and VendorsEPMI. In connection therewithwith such financing, Contractor EPMI agrees to furnish to the Financing Parties, and to use its commercially reasonable efforts to cause its Subcontractors and Vendors at Owner’s request to furnish to the Financing Parties, Parties such written information, certificates, copies of unpriced invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing, Contractor EPMI shall state in writing whether or not it is satisfied with OwnerFRONTERA’s performance to that date. EPMI shall negotiate in good faith amendments to this Agreement reasonably requested by the Financing Parties. FRONTERA and EPMI agree that the Financing Parties are intended to be a third party beneficiary of this Agreement. In that regard, FRONTERA and EPMI will not, without the prior written consent of the Financing Parties, following any financing, amend or modify any material term of this Agreement. (b) Contractor EPMI shall promptly execute any additional documentation as may be mutually agreed on form and substance, reasonably requested by the Financing Parties, including, but not limited to, documents evidencing ContractorEPMI’s consent to assignment of this Agreement as a security to the Financing Parties or otherwise upon the occurrence of events specified in such documents and any reasonably agreed-upon reasonable modifications to this Agreement. (c) As a condition precedent to the making of any payment hereunder, Owner shall require that Contractor and each of its Substantial Subcontractors and Substantial Vendors provide Owner with a certificate (Notwithstanding anything in substantially the form as Exhibit H and Exhibit H-1 attached hereto) stating that all amounts due to Contractor and its Subcontractors and Vendors have been paid. Contractor shall provide such certificates simultaneously with each application for payment. (d) Contractor hereby subordinates any Liens to which it may be entitled under Applicable Law or under the provisions of this Agreement to any Lien granted the contrary, in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of Contractor. In addition, Contractor shall submit proof reasonably satisfactory to Owner that it has included in each contract entered into by it with a Subcontractor or Vendor a requirement that any Lien to which such Subcontractor or Vendor may be entitled to thereunder or by Applicable Law shall be subordinate and inferior to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of such Subcontractor or Vendor. (e) In the event of OwnerFRONTERA’s default under this Agreement, the Financing Parties shall have the right to cure OwnerFRONTERA’s default and, in the event of such cureevent, ContractorEPMI’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) days Days from the date notice of default an Event of Default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to Contractor EPMI, which are due and payable under this Agreement or to maintain Owner’s insurance pursuant to Section 9.09Agreement, or (ii) not less fewer than sixty ninety (6090) days Days to cure, or begin to cure, cure such default if the breach or default cannot be cured by the payment of money to Contractor EPMI so long as the Financing Parties or their designee shall thereafter have commenced to cure the default within such ninety (90) Day period and thereafter, diligently pursue pursues such cure to completion and continues to perform any monetary obligations under this Agreement and all other obligations under this Agreement are performed by Owner FRONTERA or the Financing Parties. If possession of the Facility is necessary to cure such breach or default, and the Financing Parties declare Owner in default and commence foreclosure proceedings, the Financing Parties will be allowed a reasonable period to complete such proceedings. If the Financing Parties are prohibited by any court order or proceedings from curing the default or from commencing or prosecuting foreclosure proceedings, the foregoing time periods shall be extended by the period of such prohibition. Contractor EPMI further agrees to perform its obligations hereunder under this Agreement for the benefit of the Financing Parties in the event of OwnerFRONTERA’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or its their assignee) shall have cured all defaults Events of OwnerDefault of FRONTERA’s obligations hereunder under this Agreement and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or its their assignee) shall have the rights and obligations of Owner FRONTERA under this Agreement; , provided that, except for a breach of the confidentiality obligations hereunder, the Financing Parties shall have no personal liability to Contractor EPMI for the performance of such obligations, and the sole recourse of Contractor EPMI in seeking the enforcement of such obligations shall be to such parties’ interest in the FacilityProject.

Financing Parties’ Requirements and Lien Waivers. (a) Contractor acknowledges that Owner may borrow certain funds from the Financing Parties for the construction of the Facility and that, as a condition to making loans to Owner, the Financing Parties may from time to time require certain documents from Contractor and its Subcontractors and Vendors. In connection therewith, Contractor agrees to furnish to the Financing Parties, and to use its commercially reasonable efforts to cause its Subcontractors and Vendors at Owner’s request to furnish to the Financing Parties, such written information, certificates, copies of unpriced invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing, Contractor shall state in writing whether or not it is satisfied with Owner’s performance to that date. (b) Contractor shall promptly execute any additional documentation as may be reasonably requested by the Financing Parties, including, but not limited to, documents evidencing Contractor’s consent to assignment of this Agreement as a security to the Financing Parties or otherwise upon the occurrence of events specified in such documents and any reasonably agreed-upon modifications to this Agreement. (c) As a condition precedent to the making of any payment hereunder, Owner shall require that Contractor and each of its Substantial Subcontractors and Substantial Vendors provide Owner with a certificate (in substantially the form as Exhibit H and Exhibit H-1 attached hereto) stating that all amounts due to Contractor and its Subcontractors and Vendors have been paid. Contractor shall provide such certificates simultaneously with each application for payment. (d) Contractor hereby subordinates any Liens to which it may be entitled under Applicable Law or under the provisions of this Agreement to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of Contractor. In addition, Contractor shall submit proof reasonably satisfactory to Owner that it has included in each contract entered into by it with a Subcontractor or Vendor a requirement that any Lien to which such Subcontractor or Vendor may be entitled to thereunder or by Applicable Law shall be subordinate and inferior to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of such Subcontractor or Vendor. (e) In the event of Owner’s default under this Agreement, the Financing Parties shall have the right to cure Owner’s default and, in the event of such cure, Contractor’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) days from the date notice of default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to Contractor which are due and payable under this Agreement or to maintain Owner’s insurance pursuant to Section 9.09, or (ii) not less than sixty (60) days to cure, or begin to cure, such default if the breach or default cannot be cured by the payment of money to Contractor so long as the Financing Parties or their designee shall thereafter diligently pursue such cure to completion and continues to perform any monetary obligations under this Agreement and all other obligations under this Agreement are performed by Owner or the Financing Parties. If possession of the Facility is necessary to cure such breach or default, and the Financing Parties declare Owner in default and commence foreclosure proceedings, the Financing Parties will be allowed a reasonable period to complete such proceedings. If the Financing Parties are prohibited by any court order or proceedings from curing the default or from commencing or prosecuting foreclosure proceedings, the foregoing time periods shall be extended by the period of such prohibition. Contractor further agrees to perform its obligations hereunder for the benefit of the Financing Parties in the event of Owner’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or its assignee) shall have cured all defaults of Owner’s obligations hereunder and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or its assignee) shall have the rights and obligations of Owner under this Agreement; provided that, except for a breach of the confidentiality obligations hereunder, the Financing Parties shall have no personal liability to Contractor for the performance of such obligations, and the sole recourse of Contractor in seeking the enforcement of such obligations shall be to such parties’ interest in the Facility.

Financing Parties’ Requirements and Lien Waivers. (a) Contractor EPMI acknowledges that Owner FRONTERA may borrow certain funds from the Financing Parties for the construction acquisition of the Facility and that, as a condition to making loans to OwnerFRONTERA, the Financing Parties may require that FRONTERA convey a security interest in the Facility, any Transaction, or in this Agreement, and from time to time may require certain documents from Contractor and its Subcontractors and VendorsEPMI. In connection therewithwith such financing, Contractor EPMI agrees to furnish to the Financing Parties, and to use its commercially reasonable efforts to cause its Subcontractors and Vendors at Owner’s request to furnish to the Financing Parties, Parties such written information, certificates, copies of unpriced invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably requestrequest [what about the legal time and effort needed to respond to these requests]. Upon the request of the Financing Parties, as a condition precedent to Financial Closing?? [Not defined], Contractor EPMI shall state in writing whether or not it is satisfied with OwnerFRONTERA’s performance to that date. EPMI shall negotiate in good faith amendments to this Agreement reasonably requested by the Financing Parties. FRONTERA and EPMI agree that the Financing Parties are intended to be a third party beneficiary of this Agreement. In that regard, FRONTERA and EPMI will not, without the prior written consent of the Financing Parties, following any financing of which EPMI is notified in writing, amend or modify any material term of this Agreement. (b) Contractor EPMI shall promptly execute any additional documentation as may be mutually agreed on form and substance, reasonably requested by the Financing Parties, including, but not limited to, documents evidencing ContractorEPMI’s consent to assignment of this Agreement as a security to the Financing Parties or otherwise upon the occurrence of events specified in such documents and any reasonably agreed-upon reasonable modifications to this Agreement. (c) As a condition precedent to the making of any payment hereunder, Owner shall require that Contractor and each of its Substantial Subcontractors and Substantial Vendors provide Owner with a certificate (Notwithstanding anything in substantially the form as Exhibit H and Exhibit H-1 attached hereto) stating that all amounts due to Contractor and its Subcontractors and Vendors have been paid. Contractor shall provide such certificates simultaneously with each application for payment. (d) Contractor hereby subordinates any Liens to which it may be entitled under Applicable Law or under the provisions of this Agreement to any Lien granted the contrary, in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of Contractor. In addition, Contractor shall submit proof reasonably satisfactory to Owner that it has included in each contract entered into by it with a Subcontractor or Vendor a requirement that any Lien to which such Subcontractor or Vendor may be entitled to thereunder or by Applicable Law shall be subordinate and inferior to any Lien granted in favor of the Financing Parties, whether such Lien in favor of Financing Parties is created, attached or perfected prior to or after the Lien in favor of such Subcontractor or Vendor. (e) In the event of OwnerFRONTERA’s default under this Agreement, the Financing Parties shall have the right to cure OwnerFRONTERA’s default and, in the event of such cureevent, ContractorEPMI’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) days Days [not defined] from the date notice of default an Event of Default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to Contractor EPMI, which are due and payable under this Agreement or to maintain Owner’s insurance pursuant to Section 9.09Agreement, or (ii) not less fewer than sixty ninety (6090) days Days to cure, or begin to cure, cure such default if the breach or default cannot be cured by the payment of money to Contractor EPMI so long as the Financing Parties or their designee shall thereafter have commenced to cure the default within such ninety (90) Day period and thereafter, diligently pursue pursues such cure to completion and continues to perform any monetary obligations under this Agreement and all other obligations under this Agreement are performed by Owner FRONTERA or the Financing Parties. If possession of the Facility is necessary to cure such breach or default, and the Financing Parties declare Owner in default and commence foreclosure proceedings, the Financing Parties will be allowed a reasonable period to complete such proceedings. If the Financing Parties are prohibited by any court order or proceedings from curing the default or from commencing or prosecuting foreclosure proceedings, the foregoing time periods shall be extended by the period of such prohibition. Contractor EPMI further agrees to perform its obligations hereunder under this Agreement for the benefit of the Financing Parties in the event of OwnerFRONTERA’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or its their assignee) shall have cured all defaults Events of OwnerDefault of FRONTERA’s obligations hereunder under this Agreement and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or its their assignee) shall have the rights and obligations of Owner FRONTERA under this Agreement; , provided that, except for a breach of the confidentiality obligations hereunder, the Financing Parties shall have no personal liability to Contractor EPMI for the performance of such obligations, and the sole recourse of Contractor EPMI in seeking the enforcement of such obligations shall be to such parties’ interest in the Facility.Project. [THIS ADDS A LEVEL OF ADDITIONAL RISK TO THE MIX. I UNDERSTAND THAT THESE ARE TYPICAL LENDER PROVISIONS BUT WE ARE FORCED TO POTENTIALLY CONTEND WITH A DIFFERENT PARTY AND DELAY THE EXERCISE OF OUR RIGHTS UNDER THIS AGREEMENT]