Common use of Non-Exigent Circumstances Clause in Contracts

Non-Exigent Circumstances. In the event of Additional Feedstock Requirements arising out of an expansion of the Facility or Fulcrum’s construction a new Facility, the expiration of the Primary Supply Agreement, or other future potential Additional Feedstock Requirements where there are no exigent circumstances, as covered by Section 2.10(c) below, Fulcrum shall provide a written notice and request to Supplier (an “Additional [***] Indicates portions of this exhibit that have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. Feedstock Request”) setting forth in reasonable detail (i) the reasons for the projected Additional Feedstock Requirements, (ii) the period during which such Additional Feedstock Requirements are expected, (iii) Fulcrum’s proposed increase in the Maximum Deliverable Quantity hereunder to accommodate such Additional Feedstock Requirements and the period of such increase and (iv) any other specific requirement hereunder applicable to such Additional Feedstock Requirements. For a period of forty-five (45) Days following receipt of an Additional Feedstock Request under this Section 2.10(b), Supplier shall have the right and option to evaluate and either accept or reject such Additional Feedstock Request, such acceptance to be effected by countersigning and returning such Additional Feedstock Request to Fulcrum. Any such countersigned Additional Feedstock Request shall be deemed to be an amendment to this Agreement. If Supplier fails to countersign and return any such Additional Feedstock Request to Fulcrum within such specified period, then Supplier shall for all purposes be deemed to have rejected such Additional Feedstock Request, in which case, Fulcrum may contract with the Primary Supplier or other third parties to meet the Additional Feedstock Request, on the same or better terms (to Fulcrum) as offered to Supplier, provided that if Fulcrum fails to enter into an agreement with a third party related to the Additional Feedstock Request within six (6) months from the date of Supplier’s rejection (or deemed rejection) of such Additional Feedstock Request, then Fulcrum shall repeat the Additional Feedstock Request procedure described in this subsection before entering into a contract with a third party for the supply of the applicable Additional Feedstock Requirements.

Non-Exigent Circumstances. In the event of Additional Feedstock Requirements arising out of an expansion of the Facility or Fulcrum’s construction a new Facility, the expiration of the Primary Supply Agreement, or other future potential Additional Feedstock Requirements where there are no exigent circumstances, as covered by Section 2.10(c) below, Fulcrum shall provide a written notice and request to Supplier (an “Additional 10 Confidential [***] Indicates portions of this exhibit that have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. Feedstock Request”) setting forth in reasonable detail (i) the reasons for the projected Additional Feedstock Requirements, (ii) the period during which such Additional Feedstock Requirements are expected, (iii) Fulcrum’s proposed increase in the Maximum Deliverable Quantity hereunder to accommodate such Additional Feedstock Requirements and the period of such increase and (iv) any other specific requirement hereunder applicable to such Additional Feedstock Requirements. For a period of forty-five (45) Days following receipt of an Additional Feedstock Request under this Section 2.10(b), Supplier shall have the right and option to evaluate and either accept or reject such Additional Feedstock Request, such acceptance to be effected by countersigning and returning such Additional Feedstock Request to Fulcrum. Any such countersigned Additional Feedstock Request shall be deemed to be an amendment to this Agreement. If Supplier fails to countersign and return any such Additional Feedstock Request to Fulcrum within such specified period, then Supplier shall for all purposes be deemed to have rejected such Additional Feedstock Request, in which case, Fulcrum may contract with the Primary Supplier or other third parties to meet the Additional Feedstock Request, on the same or better terms (to Fulcrum) as offered to Supplier, provided that if Fulcrum fails to enter into an agreement with a third party related to the Additional Feedstock Request within six (6) months from the date of Supplier’s rejection (or deemed rejection) of such Additional Feedstock Request, then Fulcrum shall repeat the Additional Feedstock Request procedure described in this subsection before entering into a contract with a third party for the supply of the applicable Additional Feedstock Requirements.