Common use of FORCE MAJEURE OR FORTUITOUS EVENT Clause in Contracts

FORCE MAJEURE OR FORTUITOUS EVENT. “Año del Buen Servicio al Ciudadano” 10.1 For the purposes of this agreement, there will be a fortuitous event or force majeure whenever there is an event, condition or circumstance not attributable to the Parties, of an extraordinary, unforeseeable and irresistible nature, preventing any of them from fulfilling the obligations under their charge or causing their partial, late or defective breach. The event shall be outside the Party’s reasonable control invoking the grounds, which despite all reasonable efforts to prevent or mitigate its effects, will not be able to prevent the default situation from being established. Force majeure or fortuitous event include, but is not limited to the following: a) Any external, internal or civil (declared or undeclared) act of war, state of siege, invasion, armed conflict, blockade, revolution, mutiny, insurrection, civil turmoil or acts of terrorism, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. b) Any workers’ strike that does not maintain a business or commercial relationship with the Concessionaire or its suppliers, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. c) Any protest, act of violence or force carried out by communal, social, union, or political organizations, or large public demonstrations that directly affect the Concessionaire for reasons beyond his control, which are not attributable to him and which exceed its reasonable control. d) Any discovery of archaeological remains that is of such magnitude, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. e) Any earthquake, flood, drought, fire, explosion, or any meteorological or hydrological phenomenon, if it directly or partially affects the Concession Goods and / or the Work or its elements and in turn prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. f) Any epidemic, contamination, plague or similar event that prevents or limits the Concessionaire from delivering normal service. g) The eventual destruction of Works, in whole or in part, or damage to Concession Assets resulting in their total destruction and impossibility of recovery, as long as they prevent normal service delivery. h) Eventual Concession Asset confiscation or requisition and the impossibility to recover them, caused by the order of any public authority, for reasons not attributable to the Concessionaire, that seriously affect the execution of the Agreement, preventing the Concessionaire from complying with its obligations. 10.2 The Concessionaire may not invoke the approval or effects of Laws and Applicable Provisions as force majeure or fortuitous event in relation to the fulfillment of its obligations, unless they prevent it from complying with them. 10.3 Force majeure or a fortuitous event shall not release the Parties from their obligations that are not affected by such events. The Party invoking force majeure shall make its best efforts to ensure the resumption of the corresponding activity or service in the shortest possible time after the occurrence of such events. 10.4 The Party that is affected by an event of force majeure or fortuitous event shall inform the other Party of: a. The facts that make up said event of force majeure or fortuitous event, within the next seventy-two (72) hours of the event happening or the Party taking notice of it; and b. The total or partial restriction estimated period of their activities and the degree of expected impact. In addition, it shall keep the other Party informed about the development of such events. Likewise, the Concessionaire may request, on grounds of force majeure or fortuitous event, if circumstances so require, suspension of the concession term. In that case, the concession term will be extended for a term equal to the period stipulated for the suspension. The period extension due to force majeure or fortuitous event will only be approved as long as the events that motivate it are within the updated critical roadmap of the Project. The affected Party will have a maximum period of seven (7) Days after the event, to submit its suspension request to the other Party, attaching a report, which must state at least: I. The occurrence of the event, stating the date of commencement and the total or partial obligation suspension estimated term.

FORCE MAJEURE OR FORTUITOUS EVENT. “Año del Buen Servicio al Ciudadano” 10.1 For the purposes of this agreement, there will be a fortuitous event or force majeure whenever there is an event, condition or circumstance not attributable to the Parties, of an extraordinary, unforeseeable and irresistible nature, preventing any of them from fulfilling the obligations under their charge or causing their partial, late or defective breach. The event shall be outside the Party’s reasonable control invoking the grounds, which despite all reasonable efforts to prevent or mitigate its effects, will not be able to prevent the default situation from being established. Force majeure or fortuitous event include, but is not limited to the following: a) Any external, internal or civil (declared or undeclared) act of war, state of siege, invasion, armed conflict, blockade, revolution, mutiny, insurrection, civil turmoil or acts of terrorism, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. b) Any workers’ strike that does not maintain a business or commercial relationship with the Concessionaire or its suppliers, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. c) Any protest, act of violence or force carried out by communal, social, union, or political organizations, or large public demonstrations that directly affect the Concessionaire for reasons beyond his control, which are not attributable to him and which exceed its reasonable control. d) Any The discovery of archaeological remains that is of such magnitude, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term ordering to stop by a provision of the agreementCompetent Government Authority. e) Any earthquake, flood, drought, fire, explosion, or any meteorological or hydrological phenomenon, if it directly or partially affects the Concession Goods and / or the Work or its elements and in turn prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. f) Any epidemic, contamination, plague or similar event that prevents or limits the Concessionaire finish within the contractual term the works execution or from delivering normal service. g) The eventual destruction of Works, in whole or in part, part or damage to Concession Assets resulting in their total destruction and impossibility of recovery, as long as they prevent normal service deliverythe Concessionaire comply with its obligations. h) Eventual Concession Asset confiscation or requisition and the impossibility to recover them, caused by the order of any public authority, for reasons not attributable to the Concessionaire, that seriously affect the execution of the Agreement, preventing the Concessionaire from complying with its obligations. 10.2 The Concessionaire may not invoke the approval or effects of Laws and Applicable Provisions as force majeure or fortuitous event in relation to the fulfillment of its obligations, unless they prevent it from complying with them. 10.3 Force majeure or a fortuitous event shall not release the Parties from their obligations that are not affected by such events. The Party invoking force majeure shall make its best efforts to ensure the resumption of the corresponding activity or service in the shortest possible time after the occurrence of such events. 10.4 The Party that is affected by an event of force majeure or fortuitous event shall inform the other Party of: a. The facts that make up said event of force majeure or fortuitous event, within the next seventy-two (72) hours of the event happening or the Party taking notice of it; and b. The total or partial restriction estimated period of their activities and the degree of expected impact. In addition, it shall keep the other Party informed about the development of such events. Likewise, the Concessionaire may request, on grounds of force majeure or fortuitous event, if circumstances so require, suspension of the concession term. In that case, the concession term will be extended for a term equal to the period stipulated for the suspension. The period extension due to force majeure or fortuitous event will only be approved as long as the events that motivate it are within the updated critical roadmap of the Project. The affected Party will have a maximum period of seven (7) Days after the event, to submit its suspension request to the other Party, attaching a report, which must state at least: I. The occurrence of the event, stating the date of commencement and the total or partial obligation suspension estimated term.

FORCE MAJEURE OR FORTUITOUS EVENT. “Año del Buen Servicio al Ciudadano” 10.1 For the purposes of this agreementContract, there will shall be a fortuitous event or force majeure whenever provided there is an event, condition or circumstance not attributable to the Partiesparties, of an extraordinaryextraordinary nature, unforeseeable and irresistible natureirresistible, preventing that prevents to any of them from fulfilling to comply with the obligations under their charge or causing their causes its partial, late or defective breach. The event shall be outside the Party’s reasonable control invoking of the groundsparty that invokes the ground, which despite in spite of all the reasonable efforts to prevent or mitigate its effects, will cannot be able to prevent avoid the default situation from being establishedbreach situation. Force The force majeure or fortuitous event include, but is not limited to the following: a(i) Any act of external, internal or civil war (declared or undeclared) act of warnot declared), state of siege, invasion, armed conflict, blockade, revolution, mutinyriot, insurrection, civil turmoil commotion or acts of terrorismterrorism and any usurpation of a part of the Concession area, that prevents the Concessionaire from completing to culminate within the Contractual term the execution of the works or delivering normal service within to normally provide the term of the agreementservice. b(ii) Any workers’ stoppage or strike that does of workers who do not maintain keep a business labor or commercial relationship relation with the Concessionaire or with its suppliers, that which prevents to culminate within the Concessionaire from completing Contractual term the execution of the works or delivering normal service within normally provide the term of the agreementservice. c(iii) Any protest, act of violence or force carried out performed by communalcommunity, social, union, or political organizations, politic organizations or large major public demonstrations that directly affect the Concessionaire for reasons beyond causes outside his controlwill, which that are not attributable to him and which exceed its that go beyond his reasonable control. d(iv) Any discovery of archaeological remains of great magnitude that is of such magnitude, that prevents prevent the Concessionaire from completing to culminate within the Contractual term the execution of the works or delivering normal service within normally provide the term of the agreementservice. e(v) Any earthquake, tsunami, flood, drought, fire, explosion, explosion or any meteorological weather or hydrological phenomenonhydrologic phenomena, if provided it directly affects totally or partially affects the Concession Goods and / or Assets and/or the Work work or its elements and in turn that prevents the Concessionaire from completing to culminate within the Contractual term the execution of the works or delivering normal service within to normally provide the term of the agreementservice. f(vi) Any epidemic, contaminationpollution, plague pest or similar event that prevents preventing or limits limiting the Concessionaire from delivering normal to normally provide the service. g(vii) The eventual destruction of Worksworks, in whole totally or in partpartially, or damage damages to the Concession Assets resulting in that produce their total destruction and its impossibility of recovery, provided they prevent the normal provision of the service. (viii) The eventual confiscation or seizure of the Concession Assets and impossibility of recovery, as long as they prevent normal service delivery. h) Eventual Concession Asset confiscation or requisition and the impossibility to recover them, caused by the order of any public authority, for reasons causes not attributable to the Concessionaire, that seriously affect the execution of the Agreement, Contract preventing the Concessionaire from complying to comply with its his obligations. 10.2 The Concessionaire may not invoke the approval or effects of Laws the applicable laws and Applicable Provisions provisions as an event of force majeure or fortuitous event in relation to the fulfillment compliance of its his obligations, unless they prevent it these prevented him from complying continuing the compliance with them. 10.3 Force The force majeure or a fortuitous event shall not release relieve the Parties parties from their the compliance of the obligations that are not affected by such said events. The Party invoking party that invokes the force majeure shall make its best efforts to ensure the resumption restart of the corresponding activity or service corresponding provision in the shortest possible time after the occurrence of such said events. 10.4 The Party that is party affected by an event of force majeure or fortuitous event shall inform the other Party ofparty about: a. The facts that make up constitute said event of force majeure or fortuitous event, within the next seventy-following seventy two (72) hours of the event happening occurrence or after been informed, as the Party taking notice of itcase may be; and b. The estimated period of total or partial restriction estimated period of their activities and the degree of expected impact. In additionAdditionally, it shall keep inform the other Party informed party about the development of such said events. Likewise, the Concessionaire may request, on grounds request by ground of force majeure or of fortuitous event, if the circumstances so shall require, the suspension of the concession Concession term. In that case, the concession Concession term will shall be extended for a term equal to the period stipulated term provided for the suspension. The period extension due to of the term by force majeure or fortuitous event will may only be approved as long as provided the events that motivate it originated them are within the updated critical roadmap route of the Projectproject. The party that is affected Party will shall have a maximum period term of seven (7) Days after days of the eventoccurrence, to submit its request of suspension request to the other Partyparty, attaching enclosing a report, which must state should support at leastleast the following: I. a. The occurrence of the event, stating indicating the commencement date and the estimated term of total or partial suspension of the obligations. b. The obligation or affected condition. c. The degree of expected impact regarding the obligation or affected condition. d. The mitigation measures that were adopted. e. Proposal of insurance regime, Contractual guarantees and other obligations which compliance are not directly affected by the event. f. Other actions derived from these events. In a term no later than five (5) days counted since the date of commencement communication of the suspension request, the party that has received it shall send its opinion to the other party; otherwise, it shall be understood that it is favorable. The suspension declaration by force majeure or fortuitous event shall not generate right of compensation between the parties. If the affected party does not submit the suspension request within seven (7) days of the occurrence of the event, it shall be understood that said event is not an impediment for the compliance of the obligations under its charge. 10.5 In case that one of the parties does not agree with the qualification of the event such as force majeure or fortuitous event, or its consequences, it may apply to the procedure of dispute settlement indicated in Clause 14. 10.6 For the construction stage that comprises from the Closing Date until the Commercial Operation Commissioning neither party shall be liable for the non-performance of an obligation or partial, late or defective performance during the term in which the obligatory party is affected by force majeure and always stating that such a cause prevented its enforcement. 10.7 For the stage of operation that starts with the Commercial Operation Commissioning, shall correspond that the evaluation of the temporary variation of the supply conditions for cause of force majeure or fortuitous event or others shall be governed by the guidelines approved with such purpose by OSINERGMIN, and the total Applicable Laws. The investigation, allocation of responsibilities, determination and payment of compensations, revision or partial obligation suspension estimated termchallenge, and any other issue related to the Technical Quality Standard of Electric Services and its complementary rules shall be governed by the provisions set forth by said standard, its complementary regulations, amendments, and the Applicable Laws. 10.8 In all matters not foreseen by the guidelines approved by the OSINERGMIN, the provisions of Clauses 10.1 to 10.5 shall apply, as applicable.

FORCE MAJEURE OR FORTUITOUS EVENT. “Año del Buen Servicio al Ciudadano” 10.1 For the purposes of this agreement, there will be a fortuitous event or force majeure whenever there is an event, condition or circumstance not attributable to the PartiesParties equally, of an extraordinary, unforeseeable and irresistible nature, preventing any of them from fulfilling the obligations under their charge or causing their partial, late or defective breach. The event shall be outside the Party’s reasonable control invoking the grounds, which despite all reasonable efforts to prevent or mitigate its effects, will not be able to prevent the default situation from being established. Force majeure or fortuitous event include, but is not limited to the following: a) Any external, internal or civil (declared or undeclared) act of war, state of siege, invasion, armed conflict, blockade, revolution, mutiny, insurrection, civil turmoil or acts of terrorism, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. b) Any workers’ strike that does not maintain a business or commercial relationship with the Concessionaire or its suppliers, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. c) Any protest, act of violence or force carried out by communal, social, union, or political organizations, or large public demonstrations that directly affect the Concessionaire for reasons beyond his control, which are not attributable to him and which exceed its reasonable control. d) Any The discovery of archaeological remains that is of such magnitude, that prevents the Concessionaire from completing the execution of the works or delivering normal service within the term ordering to stop by a provision of the agreementCompetent Government Authority. e) Any earthquake, flood, drought, fire, explosion, or any meteorological or hydrological phenomenon, if it directly or partially affects the Concession Goods and / or the Work or its elements and in turn prevents the Concessionaire from completing the execution of the works or delivering normal service within the term of the agreement. f) Any epidemic, contamination, plague or similar event that prevents or limits the Concessionaire finish within the contractual term the works execution or from delivering normal service. g) The eventual destruction of Works, in whole or in part, part or damage to Concession Assets resulting in their total destruction and impossibility of recovery, as long as they prevent normal service deliverythe Concessionaire comply with its obligations. h) Eventual Concession Asset confiscation or requisition and the impossibility to recover them, caused by the order of any public authority, for reasons not attributable to the Concessionaire, that seriously affect the execution of the Agreement, preventing the Concessionaire from complying with its obligations. 10.2 The Concessionaire may not invoke the approval or effects of Laws and Applicable Provisions as force majeure or fortuitous event in relation to the fulfillment of its obligations, unless they prevent it from complying with them. 10.3 Force majeure or a fortuitous event shall not release the Parties from their obligations that are not affected by such events. The Party invoking force majeure shall make its best efforts to ensure the resumption of the corresponding activity or service in the shortest possible time after the occurrence of such events. 10.4 The Party that is affected by an event of force majeure or fortuitous event shall inform the other Party of: a. The facts that make up said event of force majeure or fortuitous event, within the next seventy-two (72) hours of the event happening or the Party taking notice of it; and b. The total or partial restriction estimated period of their activities and the degree of expected impact. In addition, it shall keep the other Party informed about the development of such events. Likewise, the Concessionaire may request, on grounds of force majeure or fortuitous event, if circumstances so require, suspension of the concession term. In that case, the concession term will be extended for a term equal to the period stipulated for the suspension. The period extension due to force majeure or fortuitous event occur before the POC, will only be approved as long as the events that motivate it are within the updated critical roadmap of the Project. The affected Party will have a maximum period of seven (7) Days after the event, to submit its suspension request to the other Party, attaching a report, which must state at least: I. The occurrence of the event, stating the date of commencement and the total or partial obligation suspension estimated term.