Common use of FINANCING PARTIES’ REQUIREMENTS AND LIEN WAIVERS Clause in Contracts

FINANCING PARTIES’ REQUIREMENTS AND LIEN WAIVERS. (a) EPMI acknowledges that FRONTERA may borrow certain funds from the Financing Parties for the acquisition of the Facility and that, as a condition to making loans to FRONTERA, 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 EPMI. In connection with such financing, EPMI agrees to furnish to the Financing Parties such written information, certificates, copies of invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request [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], EPMI shall state in writing whether or not it is satisfied with FRONTERA’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) 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 EPMI’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 reasonable modifications to this Agreement. (c) Notwithstanding anything in this Agreement to the contrary, in the event of FRONTERA’s default under this Agreement, the Financing Parties shall have the right to cure FRONTERA’s default and, in such event, EPMI’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) Days [not defined] from the date notice of an Event of Default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to EPMI, which are due and payable under this Agreement, or (ii) not fewer than ninety (90) Days to cure such default if the breach or default cannot be cured by the payment of money to EPMI so long as the Financing Parties or their designee shall have commenced to cure the default within such ninety (90) Day period and thereafter, diligently 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 FRONTERA or the Financing Parties. EPMI further agrees to perform its obligations under this Agreement for the benefit of the Financing Parties in the event of FRONTERA’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or their assignee) shall have cured all Events of Default of FRONTERA’s obligations under this Agreement and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or their assignee) shall have the rights and obligations of FRONTERA under this Agreement, provided the Financing Parties shall have no personal liability to EPMI for the performance of such obligations, and the sole recourse of EPMI in seeking the enforcement of such obligations shall be to such parties’ interest in the 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]

FINANCING PARTIES’ REQUIREMENTS AND LIEN WAIVERS. (a) EPMI Contractor acknowledges that FRONTERA Owner may borrow certain funds from the Financing Parties for the acquisition construction of the Facility and that, as a condition to making loans to FRONTERAOwner, 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 EPMIContractor and its Subcontractors and Vendors. In connection with such financingtherewith, EPMI Contractor agrees to furnish to the Financing Parties 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 [what about the legal time and effort needed to respond to these requests]request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing?? [Not defined], EPMI Contractor shall state in writing whether or not it is satisfied with FRONTERAOwner’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) EPMI Contractor 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 EPMIContractor’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 reasonable reasonably agreed-upon modifications to this Agreement. (c) Notwithstanding anything 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 contraryFinancing 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 FRONTERAOwner’s default under this Agreement, the Financing Parties shall have the right to cure FRONTERAOwner’s default and, in the event of such eventcure, EPMIContractor’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) Days [not defined] days from the date notice of an Event of Default default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to EPMI, Contractor which are due and payable under this AgreementAgreement or to maintain Owner’s insurance pursuant to Section 9.09, or (ii) not fewer less than ninety sixty (9060) Days days to cure cure, or begin to cure, such default if the breach or default cannot be cured by the payment of money to EPMI Contractor so long as the Financing Parties or their designee shall have commenced to cure the default within such ninety (90) Day period and thereafter, thereafter diligently pursues 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 FRONTERA Owner or the Financing Parties. EPMI 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 under this Agreement hereunder for the benefit of the Financing Parties in the event of FRONTERAOwner’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or their its assignee) shall have cured all Events defaults of Default of FRONTERAOwner’s obligations under this Agreement hereunder and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or their its assignee) shall have the rights and obligations of FRONTERA Owner under this Agreement, ; provided the Financing Parties shall have no personal liability to EPMI Contractor for the performance of such obligations, and the sole recourse of EPMI Contractor in seeking the enforcement of such obligations shall be to such parties’ interest in the 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]Facility.

FINANCING PARTIES’ REQUIREMENTS AND LIEN WAIVERS. (a) EPMI acknowledges that FRONTERA may borrow certain funds from the Financing Parties for the acquisition of the Facility and that, as a condition to making loans to FRONTERA, 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 EPMI. In connection with such financing, EPMI agrees to furnish to the Financing Parties such written information, certificates, copies of invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request [what about the legal time and effort needed to respond to these requests]request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing?? [Not defined], EPMI shall state in writing whether or not it is satisfied with FRONTERA’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 writingfinancing, amend or modify any material term of this Agreement. (b) 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 EPMI’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 reasonable modifications to this Agreement. (c) Notwithstanding anything in this Agreement to the contrary, in the event of FRONTERA’s default under this Agreement, the Financing Parties shall have the right to cure FRONTERA’s default and, in such event, EPMI’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) Days [not defined] from the date notice of an Event of Default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to EPMI, which are due and payable under this Agreement, or (ii) not fewer than ninety (90) Days to cure such default if the breach or default cannot be cured by the payment of money to EPMI so long as the Financing Parties or their designee shall have commenced to cure the default within such ninety (90) Day period and thereafter, diligently 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 FRONTERA or the Financing Parties. EPMI further agrees to perform its obligations under this Agreement for the benefit of the Financing Parties in the event of FRONTERA’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or their assignee) shall have cured all Events of Default of FRONTERA’s obligations under this Agreement and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or their assignee) shall have the rights and obligations of FRONTERA under this Agreement, provided the Financing Parties shall have no personal liability to EPMI for the performance of such obligations, and the sole recourse of EPMI in seeking the enforcement of such obligations shall be to such parties’ interest in the 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].

FINANCING PARTIES’ REQUIREMENTS AND LIEN WAIVERS. (a) EPMI Contractor acknowledges that FRONTERA Owner may borrow certain funds from the Financing Parties for the acquisition construction of the Facility and that, as a condition to making loans to FRONTERAOwner, 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 EPMIContractor and its Subcontractors and Vendors. In connection with such financingtherewith, EPMI Contractor agrees to furnish to the Financing Parties 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 [what about the legal time and effort needed to respond to these requests]request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing?? [Not defined], EPMI Contractor shall state in writing whether or not it is satisfied with FRONTERAOwner’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) EPMI Contractor 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 EPMIContractor’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 reasonable reasonably agreed-upon modifications to this Agreement. (c) Notwithstanding anything 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 contraryFinancing 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 FRONTERAOwner’s default under this Agreement, the Financing Parties shall have the right to cure FRONTERAOwner’s default and, in the event of such eventcure, EPMIContractor’s duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) Days [not defined] days from the date notice of an Event of Default default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to EPMI, Contractor which are due and payable under this AgreementAgreement or to maintain Owner’s insurance pursuant to Section 9.09, or (ii) not fewer less than ninety sixty (9060) Days days to cure cure, or begin to cure, such default if the breach or default cannot be cured by the payment of money to EPMI Contractor so long as the Financing Parties or their designee shall have commenced to cure the default within such ninety (90) Day period and thereafter, thereafter diligently pursues 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 FRONTERA Owner or the Financing Parties. EPMI 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 under this Agreement hereunder for the benefit of the Financing Parties in the event of FRONTERAOwner’s default under this Agreement or under the Financing Documents, provided that the Financing Parties (or their its assignee) shall have cured all Events defaults of Default of FRONTERAOwner’s obligations under this Agreement hereunder and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or their its assignee) shall have the rights and obligations of FRONTERA Owner under this Agreement; provided that, provided except for a breach of the confidentiality obligations hereunder, the Financing Parties shall have no personal liability to EPMI Contractor for the performance of such obligations, and the sole recourse of EPMI Contractor in seeking the enforcement of such obligations shall be to such parties’ interest in the 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]Facility.

FINANCING PARTIES’ REQUIREMENTS AND LIEN WAIVERS. (a) EPMI Contractor acknowledges that FRONTERA may Owner will borrow certain funds from the Financing Parties for the acquisition construction of the Facility Plant and that, as a condition to making loans to FRONTERAOwner, 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 EPMIContractor and its Subcontractors and Vendors. In connection with such financingtherewith, EPMI Contractor agrees to furnish to the Financing Parties Parties, and to use its best efforts to cause its Subcontractors and Vendors to furnish to the Financing Parties, such written information, certificates, copies of invoices and receipts, lien waivers (upon payment), affidavits and other like documents as the Financing Parties may reasonably request [what about the legal time and effort needed to respond to these requests]request. Upon the request of the Financing Parties, as a condition precedent to Financial Closing?? [Not defined], EPMI Contractor shall state in writing whether or not it is satisfied with FRONTERA’s Owner'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) EPMI Contractor 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 EPMI’s 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 reasonable modifications to this Agreement. (c) Notwithstanding anything 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 contraryFinancing 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 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 FRONTERA’s Owner's default under this Agreement, the Financing Parties shall have the right to cure FRONTERA’s Owner's default and, in such event, EPMI’s Contractor's duties and obligations under this Agreement shall be unaffected. In that regard, the Financing Parties shall have (i) thirty (30) Days [not defined] days from the date notice of an Event of Default default is delivered to the Financing Parties to cure such default if such default is the failure to pay amounts to EPMI, Contractor which are due and payable under this Agreement, the Contract or (ii) not fewer less than ninety forty-five (9045) Days days to cure such default if the breach or default cannot be cured by the payment of money to EPMI Contractor so long as the Financing Parties or their designee shall have commenced to cure the default within such ninety forty-five (9045) Day day period and thereafter, thereafter diligently 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 FRONTERA Owner or the Financing Parties. EPMI If possession of the 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 under this Agreement hereunder for the benefit of the Financing Parties in the event of FRONTERA’s Owner's default under this Agreement or under the Financing Documents, provided that the Financing Parties (or their its assignee) shall have cured all Events defaults of Default of FRONTERA’s Owner's obligations under this Agreement hereunder and shall have paid all amounts then due, including costs to cure. In such event, the Financing Parties (or their its assignee) shall have the rights and obligations of FRONTERA Owner under this Agreement, ; provided the Financing Parties shall have no personal liability to EPMI Contractor for the performance of such obligations, and the sole recourse of EPMI Contractor in seeking the enforcement of such obligations shall be to such parties’ ' interest in the 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].