Common use of Project Development Security Clause in Contracts

Project Development Security. If on the Effective Date or at any time thereafter prior to the Commercial Operation Date Seller fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (a) any source that Seller no longer satisfies the Credit Requirements or (b) PacifiCorp requesting the posting of Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, Project Development Security. Within five (5) Business Days from receipt of a written request from PacifiCorp at any time prior to the Commercial Operation Date, Seller shall provide to PacifiCorp all such financial information and records as PacifiCorp may reasonably request in order to verify that Seller continues to satisfy the requirements of this Section 8, including that any Project Development Security and the Security Provider continues to satisfy the requirements of this Section 8. If at any time prior to the Commercial Operation Date a Security Provider fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (i) any source that the Security Provider no longer satisfies the Credit Requirements or (ii) PacifiCorp requesting the posting of alternate Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, alternate Project Development Security. PacifiCorp shall be entitled to draw upon the Project Development Security for: (A) any Delay Damages due but unpaid to PacifiCorp under this Agreement; (B) damages if this Agreement is terminated under Section 11 because of a Seller Event of Default; and (C) any other amounts owing by Seller to PacifiCorp under this Agreement. Seller shall not be required to maintain the Project Development Security after the Commercial Operation Date if no damages are owed to PacifiCorp under this Agreement and, if applicable, the Default Security has been provided as required under this Agreement.

Project Development Security. 17 If on Seller does not meet the Credit Requirements as of the Effective Date, Seller must post and maintain Project Development Security in favor of Utility within one hundred and twenty (120) days from the Effective Date. If at any time after the Effective Date or at any time thereafter prior to but before the Facility achieves Commercial Operation Date Seller fails to satisfy (or its guarantor, if applicable) no longer meets the Credit Requirements, then Seller must post and maintain Project Development Security in favor of Utility within ten the latter of thirty (1030) Business Days after days or one hundred and twenty (120) days from the earlier Effective Date. In either case, the Project Development Security must be in the form of Seller’s receipt of notice from either (a) any source a guaranty from a party that Seller no longer satisfies the Credit Requirements or Requirements, in a form acceptable to Utility in its reasonable discretion, (b) PacifiCorp requesting a Letter of Credit in favor of Utility, in a form acceptable to Utility in its reasonable discretion, or (c) cash escrow with a Qualified Institution. In the posting of event the Project Development SecuritySecurity is provided by a guarantor, Seller or the entity providing the guaranty must provide to PacifiCorp and maintain in accordance with this Section 8, Project Development Security. Within five within fifteen (515) Business Days from receipt of a written request from PacifiCorp at any time prior Utility all reasonable financial records necessary for Utility to confirm the guarantor satisfies the Credit Requirements. If the Commercial Operation Date occurs after the Scheduled Commercial Operation Date, and Seller shall provide has failed to PacifiCorp all such financial information pay any Delay Damages when due under this Agreement and records Seller has elected cash escrow or Letter of Credit as PacifiCorp may reasonably request in order to verify that Seller continues to satisfy the requirements form of this Section 8, including that any Project Development Security and the Security Provider continues to satisfy the requirements of this Section 8. If at any time prior to the Commercial Operation Date a Security Provider fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (i) any source that the Security Provider no longer satisfies the Credit Requirements or (ii) PacifiCorp requesting the posting of alternate Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, alternate Project Development Security. PacifiCorp shall be Utility is entitled to draw upon or otherwise exercise rights under the Project Development Security for: (A) any to recover an amount equal to the Delay Damages due but unpaid until the Project Development Security is exhausted, and Utility is also entitled to PacifiCorp draw upon or otherwise exercise rights under this Agreement; (B) damages if this Agreement is terminated under Section 11 because of a Seller Event of Default; and (C) the Project Development Security to recover any other amounts owing by Seller damages it is entitled to PacifiCorp under this Agreement. Seller shall not be is no longer required to maintain the Project Development Security after the Commercial Operation Date Date, if no damages are owed to PacifiCorp Utility under this Agreement and, if applicable, the Default Security has been provided as required under this Agreement. Seller may elect to apply the Project Development Security toward the Default Security required by Section 8.3. If Xxxxxx has elected cash escrow or Letter of Credit as the form of Project Development Security, Utility shall return to Seller the Project Development Security or that portion Project Development Security that Seller elects not to apply toward Default Security within twenty (20) Business Days of a receipt of a written request by Seller made on or after the Commercial Operation Date.

Project Development Security. If on the Effective Date or at any time thereafter prior to the Commercial Operation Date Seller fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (a) any source that Seller no longer satisfies the Credit Requirements or (b) PacifiCorp requesting the posting of Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, Project Development Security; provided, however, that if Seller must provide Project Development Security to PacifiCorp in accordance with this Section 8.2, then Seller shall not be required to provide such Project Development Security to PacifiCorp until ten (10) Business Days after [the later of (y)] the expiration of PacifiCorp’s termination right in Section 4.2.2[ and (z) the Commission Approval Termination Deadline, including any extensions thereto in accordance with Section 2.1.2]. Within five (5) Business Days from receipt of a written request from PacifiCorp at any time prior to the Commercial Operation Date, Seller shall provide to PacifiCorp all such financial information and records as PacifiCorp may reasonably request in order to verify that Seller continues to satisfy the requirements of this Section 8, including that any Project Development Security and the Security Provider continues to satisfy the requirements of this Section 8. If at any time prior to the Commercial Operation Date a Security Provider fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (i) any source that the Security Provider no longer satisfies the Credit Requirements or (ii) PacifiCorp requesting the posting of alternate Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, alternate Project Development Security. PacifiCorp shall be entitled to draw upon the Project Development Security for: (A) any Delay Damages due but unpaid to PacifiCorp under this Agreement; (B) damages if this Agreement is terminated under Section 11 because of a Seller an Event of DefaultDefault when Seller is the Defaulting Party; and (C) any other amounts owing and not timely paid by Seller to PacifiCorp under this Agreement. Seller shall have no obligation to replenish the Project Development Security after any draw thereunder. Seller shall not be required to maintain the Project Development Security after the Commercial Operation Date if no unpaid damages are owed to PacifiCorp under this Agreement and, if applicable, the Default Security has been provided as required under this Agreement. If after the Commercial Operation Date the Default Security, if required, has been provided to PacifiCorp pursuant to Section 8.3 and no unpaid damages are owed by Seller to PacifiCorp under this Agreement, then, within ten (10) Business Days of receipt of written request by Seller, PacifiCorp shall return to Seller any Project Development Security then held by PacifiCorp.

Project Development Security. If on the Effective Date or at any time thereafter prior to the Commercial Operation Date Seller fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (a) any source that Seller no longer satisfies the Credit Requirements or (b) PacifiCorp requesting the posting of Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, Project Development Security; provided, however, that if Seller must provide Project Development Security to PacifiCorp in accordance with this Section 8.2, then Seller shall not be required to provide such Project Development Security to PacifiCorp until ten (10) Business Days after [the later of (y)] the expiration of PacifiCorp’s termination right in Section 4.2.2[ and (z) the Commission Approval Termination Deadline, including any extensions thereto in accordance with Section 2.1.2]. Within five (5) Business Days from receipt of a written request from PacifiCorp at any time prior to the Commercial Operation Date, Seller shall provide to PacifiCorp all such financial information and records as PacifiCorp may reasonably request in order to verify that Seller continues to satisfy the requirements of this Section 8, including that any Project Development Security and the Security Provider continues to satisfy the requirements of this Section 8. If at any time prior to the Commercial Operation Date a Security Provider fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (i) any source that the Security Provider no longer satisfies the Credit Requirements or (ii) PacifiCorp requesting the posting of alternate Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, alternate Project Development Security. PacifiCorp shall be entitled to draw upon the Project Development Security for: (A) any Delay Damages due but unpaid to PacifiCorp under this Agreement; (B) damages if this Agreement is terminated under Section 11 because of a Seller an Event of DefaultDefault when Seller is the Defaulting Party; and (C) any other amounts owing and not timely paid by Seller to PacifiCorp under this Agreement. Seller shall have no obligation to replenish the Project Development Security after any draw thereunder. Seller shall not be required to maintain the Project Development Security after the Commercial Operation Date if no unpaid damages are owed to PacifiCorp under this Agreement and, if applicable, the Default Security has been provided as required under this Agreement.. If after the Commercial Operation Date the Default Security, if required, has been provided to PacifiCorp pursuant to Section 8.3 and no unpaid damages are owed by Seller to PacifiCorp under this Agreement, then, within ten

Project Development Security. If on the Effective Date or at any time thereafter prior to the Commercial Operation Date Seller fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (a) any source that Seller no longer satisfies the Credit Requirements or (b) PacifiCorp requesting the posting of Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, Project Development Security; provided, however, that if Seller must provide Project Development Security to PacifiCorp in accordance with this Section 8.2, then Seller shall not be required to provide such Project Development Security to PacifiCorp until ten (10) Business Days after the [later of (y)] the expiration of PacifiCorp’s termination right in Section 4.2.2[ and (z) the Commission Approval Termination Deadline, including any extensions thereto in accordance with Section 2.1.2]. Within five (5) Business Days from receipt of a written request from PacifiCorp at any time prior to the Commercial Operation Date, Seller shall provide to PacifiCorp all such financial information and records as PacifiCorp may reasonably request in order to verify that Seller continues to satisfy the requirements of this Section 8, including that any Project Development Security and the Security Provider continues to satisfy the requirements of this Section 8. If at any time prior to the Commercial Operation Date a Security Provider fails to satisfy the Credit Requirements, then within ten (10) Business Days after the earlier of Seller’s receipt of notice from (i) any source that the Security Provider no longer satisfies the Credit Requirements or (ii) PacifiCorp requesting the posting of alternate Project Development Security, Seller must provide to PacifiCorp and maintain in accordance with this Section 8, alternate Project Development Security. PacifiCorp shall be entitled to draw upon the Project Development Security for: (A) any Delay Damages due but unpaid to PacifiCorp under this Agreement; (B) damages if this Agreement is terminated under Section 11 because of a Seller an Event of DefaultDefault when Seller is the Defaulting Party; and (C) any other amounts owing and not timely paid by Seller to PacifiCorp under this Agreement. Seller shall have no obligation to replenish the Project Development Security after any draw thereunder. Seller shall not be required to maintain the Project Development Security after the Commercial Operation Date if no unpaid damages are owed to PacifiCorp under this Agreement and, if applicable, the Default Security has been provided as required under this Agreement. If after the Commercial Operation Date the Default Security, if required, has been provided to PacifiCorp pursuant to Section 8.3 and no unpaid damages are owed by Seller to PacifiCorp under this Agreement, then, within ten (10) Business Days of receipt of written request by Seller, PacifiCorp shall return to Seller any Project Development Security then held by PacifiCorp.