Common use of Punchlist Clause in Contracts

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a Subproject, Owner and Contractor shall inspect the Subproject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a SubprojectCompletion, Owner and Contractor shall inspect the SubprojectSubproject 3, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject 3 after Substantial Completion or Subproject 1 or Subproject 2 after substantial completion of Subproject 1 or Subproject 2 (as applicable) under the Subproject or the Existing Facility Stage 1 EPC Agreement and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a SubprojectCompletion, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a Subproject, Owner and Contractor shall inspect the Subproject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject, Subproject 1 or Subproject 2 after substantial completion of Subproject 1 or Subproject 2 (as applicable) under the Stage 1 EPC Agreement or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a SubprojectSubproject 5, Owner and Contractor shall inspect the SubprojectSubproject 5, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject 5 to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject 5 all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute Dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute Dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject 5 sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject 1 or Subproject 2 after Substantial Completion substantial completion of Subproject 1 or Subproject 2 (as applicable) under the Stage 1 EPC Agreement, Subproject 3 or Subproject 4 after substantial completion of Subproject 3 or Subproject 4 (as applicable) under the Stage 2 EPC Agreement, Subproject 6 after substantial completion of Subproject 6, or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a SubprojectSubproject 5, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior Prior to Substantial Completion of a each Subproject, Owner and Contractor shall jointly inspect the such Subproject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such joint inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such a Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute Dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute Dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a any Subproject after Substantial Completion substantial completion of the that Subproject under its applicable EPC Agreement or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a the applicable Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests Prior to RFFGI, RFSU, RLFC, and prior to Substantial Completion of a SubprojectCompletion, as applicable, Owner and Contractor shall inspect the SubprojectWork related to Train 4, and Contractor shall prepare a proposed a list of Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its reviewreview and approval, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractorduring its review, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any Punchlist item on Contractor’s proposed Punchlist (including those items identified by list or otherwise that Owner during Owner’s review) that are not in the exercise of a Punchlist nature. Notwithstanding anything its reasonable judgment, believes must be completed or corrected for Train 4 to the contrary in this Agreement, Contractor and Owner are not required as a condition of achieve Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of OwnerCompletion. Upon Contractor’s completion or correction of any items Punchlist item necessary to achieve RFFGI, RFSU, RLFC, and Substantial Completion of a SubprojectCompletion, as applicable, and the Parties agreement on Contractor’s proposed Punchlist, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to RFSU, RLFC, Substantial Completion or Final Completion. All Work , as applicable; provided that the failure to include any items on the Punchlist shall not alter the responsibility of Contractor to complete all Work in accordance with the terms and provisions of this Agreement. After Substantial Completion, Owner shall provide reasonable access to those portions of the Site sufficient for Contractor to perform its Punchlist so long as such activities (a) do not interfere with the operation of (i) the Train 4 Facility, (ii) Train 1 or Train 2 after substantial completion of Train 1 or Train 2 (as applicable) under the Trains 1 and 2 EPC Agreement or (iii) Train 3 after substantial completion of Train 3 under the Train 3 EPC Agreement and (b) are subject to Owner’s permit to work system. The Punchlist shall be completed by the date required for Final within [***] ([***]) Days after Substantial Completion, as specified in Section 5.3Cfailing which, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist WorkPunchlist, Contractor shall immediately pay OwnerOwner (directly, within ten (10) Days after receipt by offset, or by collection on the Letter of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, orCredit, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such ) all costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12expenses incurred in performing such Punchlist.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a SubprojectCompletion, Owner and Contractor shall inspect the SubprojectProject 5, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute Dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute Dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject any other Project after Substantial Completion of the Subproject or the Existing Facility substantial completion thereof and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a SubprojectCompletion, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work Defect identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests Prior to Mechanical Completion, RFSU, RLFC, and prior to Substantial Completion of a Subprojecteach Train, as applicable, Owner and Contractor shall inspect the SubprojectWork related to such Train, and Contractor shall prepare a proposed a list of Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its reviewreview and approval, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractorduring its review, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any Punchlist item on Contractor’s proposed Punchlist (including those items identified by list or otherwise that Owner during Owner’s review) that are not in the exercise of a Punchlist nature. Notwithstanding anything its reasonable judgment, believes must be completed or corrected for such Train to the contrary in this Agreement, Contractor and Owner are not required as a condition of achieve Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of OwnerCompletion. Upon Contractor’s completion or correction of any items Punchlist item necessary to achieve Mechanical Completion, RFSU, RLFC, and Substantial Completion of a SubprojectCompletion, as applicable, and the Parties agreement on Contractor’s proposed Punchlist, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to RFSU, RLFC, Substantial Completion or Final Completion. All Work , as applicable; provided that the failure to include any items on the Punchlist shall not alter the responsibility of Contractor to complete all Work in accordance with the terms and provisions of this Agreement. After Substantial Completion of the applicable Train, Owner shall provide reasonable access to those portions of the Site sufficient for Contractor to perform its Punchlist so long as such activities do not interfere with the operation of the Facility or Train 3 after substantial completion of Train 3 under the Train 3 EPC Agreement and subject to Owner’s permit to work system. The Punchlist shall be completed by the date required for Final Completionwithin [***] ([***]) Days after Substantial Completion of each Train, as specified in Section 5.3Capplicable, or failing which, Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist WorkPunchlist, Contractor shall immediately pay OwnerOwner (directly, within ten (10) Days after receipt by offset, or by collection on the Letter of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, orCredit, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such ) all costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12expenses incurred in performing such Punchlist.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a SubprojectCompletion, Owner and Contractor shall inspect the SubprojectProject 3, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute Dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute Dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject any other Project after Substantial Completion of the Subproject or the Existing Facility substantial completion thereof and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a SubprojectCompletion, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work Defect identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a Subproject, Owner and Contractor shall inspect the Subproject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject, Subproject 1 or Subproject 2 after substantial completion of Subproject 1 or Subproject 2 (as applicable) under the Stage 1 EPC Agreement or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.. - 80 -

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a Subproject, Owner and Contractor shall inspect the Subproject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion The parties acknowledge that the performance of the Performance Tests inspection described in Paragraph 19.B above may not uncover all items of repair, replacement or maintenance which may be necessary in order to place the Building Systems and prior to Substantial Completion of a Subproject, Owner Structural Components in Good Working Order and Contractor shall inspect the SubprojectRepair, and Contractor shall prepare that the need for certain items of required repair, replacement or maintenance may not be evident until Subtenant has occupied a proposed Punchlist particular Sublease Premises Portion. Accordingly, within sixty (60) days following the Actual Delivery Date for each Sublease Premises Portion, Subtenant will have the right to submit to Sublandlord (with a copy to Master Landlord) a detailed schedule of punch list items identified as needing discovered by Subtenant in such Sublease Premises Portion which reasonably constitute the failure of any Building System or Structural Component in or serving such Sublease Premises Portion to be completed in Good Working Order and Repair (a “Punch List”, and each item listed on the Punch List being a “Punch List Item”); provided, that the Punch List shall not contain (x) any item of repair or corrected maintenance arising from ordinary wear and tear (as compared to repairs necessitated by a result of such inspectionfailure to maintain as required by the Master Lease) or (y) any item made necessary by Subtenant’s use of, construction activities in, damage to or move into the applicable Sublease Premises Portion. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate Upon delivery of the time Punch List, Sublandlord will, with reasonable diligence and at Sublandlord’s sole cost necessary and expense (not to be included as an Operating Expense), complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1all Punch List Items. In the event of a dispute regarding between the parties as to (x) whether a specific particular Building System or Structural Component is not in Good Condition and Repair and should therefore be included on the Punch List or (y) whether any Punch List Item has been resolved so as to cause such item of Work meets the definition of Punchlist under Section 1.1to be in Good Working Order and Repair, the Parties shall resolve such dispute parties hereby agree to negotiate in accordance good faith in a diligent effort to reach agreement with Section 18.1A. Owner shall provide Contractor with access respect to the Work matter in question. However, if within five (5) business days after Substantial Completion of a Subproject sufficient notice from one party to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction other of any items necessary to achieve Substantial Completion of a Subprojectdisagreement regarding any matter described in clauses (x) and (y), as modified by any Owner additionsthe parties have not reached agreement, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner either party may, by written notice to the other, cause the matter to be submitted for resolution to an engineering consultant reasonably acceptable to both parties (and failing such agreement as to a mutually acceptable consultant, the property manager for the Master Landlord) (the “Arbiter”), in addition such event, the Arbiter shall submit its decision to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, parties in writing within ten (10) Days after receipt business days of written notice from Owner, all reasonable costs submission. The Arbiter’s determination shall be final and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on binding upon the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expensesparties. Any Defective Work identified after agreement between the Parties fee of the Punchlist Arbiter shall be corrected shared equally by Contractor as a Warranty item under Article 12the parties.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a Subprojectthe Project, Owner and Contractor shall inspect the SubprojectProject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject the Project to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject the Project all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute Dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute Dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject the Project sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject any other Project after Substantial Completion of the Subproject or the Existing Facility substantial completion thereof and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a Subprojectthe Project, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work Defect identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of On a Subproject, Owner and Contractor shall inspect the Subproject, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified date reasonably specified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject Landlord after Substantial Completion of the Subproject Base Building Work and the Finish Work (or delivery of a portion of the Existing Facility Premises if Tenant takes partial occupancy, with respect to such portion), Landlord and subject Tenant shall inspect the Building and the Premises (or portion of the Premises) for the purpose of preparing a mutually satisfactory list of the punchlist type items then remaining to be completed (the “Final Punchlist”). Landlord shall submit the Final Punchlist to Tenant. Items shall not be added to the Final Punchlist by Tenant after it is delivered to Landlord. If the Final Punchlist is not timely delivered by Tenant, that the Finish Work (or portion of the Finish Work so inspected) shall be deemed final and complete (except for matters shown on the version prepared by Landlord and except for latent defects), and Landlord shall have no further obligation to cause any other Finish Work with respect to such portion (except for punchlist work shown on Landlord’s punchlist and correction of latent defects) to be completed. With respect to items on the Final Punchlist not in dispute, Landlord shall cause such items to be completed in a diligent manner and, in any event, within thirty (30) days (which time period shall be extended for items which cannot reasonably be completed within thirty (30) days) during regular business hours, but in a manner that will seek to minimize interruption of Tenant’s use and occupancy. With respect to any reasonable security disputed Final Punchlist items, Landlord and Tenant shall submit such dispute to Landlord’s architect for resolution. Except for latent defects and uncompleted items of Finish Work and/or Base Building Work specified in one or safety requirements more Final Punchlists, Tenant shall be deemed to have accepted all elements of Owner. Upon Contractor’s completion Finish Work (or correction of any items necessary to achieve Substantial Completion of a Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All portion thereof if Tenant takes partial occupancy) and Base Building Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, Delivery Date or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractorapplicable Partial Rent Commencement Date. In the event Owner elects case of a dispute concerning the completion of items of Finish Work and/or Base Building Work specified in one or more Final Punchlists, such items shall be deemed completed and accepted by Tenant upon the delivery to complete Tenant of a certificate of Landlord’s architect that such Punchlist items have been completed. In the case of latent defects in Finish Work and/or Base Building Work appearing after the Delivery Date, Tenant shall be deemed to have waived any claim for correction or cure thereof on the date nine (9) months following the Delivery Date or applicable Partial Rent Commencement Date if Tenant has not then given notice of such defect to Landlord. With respect to items as to which Tenant his given adequate and timely notice hereunder, Landlord shall exercise reasonable efforts to cause Landlord’s contractor so to remedy, repair or replace any incomplete, defective or malfunctioning aspects of Finish Work or Base Building Work that materially affect Tenant’s occupancy of the Premises, such action to occur as soon as practicable during normal working hours and so as to avoid any unreasonable interruption of Tenant’s use of the Premises. If timely and adequate notice has been given and if Landlord has other guarantees, contract rights, or other claims against contractors, materialmen or architects Landlord shall, with regard to any incomplete, defective or malfunctioning aspects of Finish Work or Base Building Work, Contractor exercise reasonable efforts to enforce such guarantees or contract rights. The foregoing shall pay Ownerconstitute Landlord’s entire obligation with respect to all incomplete, within ten (10) Days after receipt defective or malfunctioning aspects of written notice from OwnerFinish Work. Notwithstanding the foregoing, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at OwnerTenant’s sole discretion, Owner may withhold or offset amounts owed rights with respect to Contractor or collect on the Letter of Credit in accordance with Section 7.8 latent defects in the amount Base Building Work and uncompleted items of such costs and expenses. Any Defective Base Building Work identified after agreement between the Parties shall only extend to those elements of Base Building Work that, if left uncompleted or unrepaired, would have a material adverse effect on Tenant’s use of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12Premises.

Punchlist. Upon completion of the Performance Tests and prior to Substantial Completion of a SubprojectCompletion, Owner and Contractor shall inspect the SubprojectProject 4, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its review, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractor, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by Owner during Owner’s review) that are not of a Punchlist nature. Notwithstanding anything to the contrary in this Agreement, Contractor and Owner are not required as a condition of Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject all Work that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute Dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute Dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject any other Project after Substantial Completion of the Subproject or the Existing Facility substantial completion thereof and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a SubprojectCompletion, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work Defect identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12.

Punchlist. Upon completion of the Performance Tests and prior Prior to Substantial Completion of a SubprojectCompletion, Owner and Contractor shall inspect the SubprojectWork, and Contractor shall prepare a proposed Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its reviewreview and written approval, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractorduring its review, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any item on Contractor’s proposed Punchlist (including those items identified by or otherwise that Owner during Owner’s review) that are not in the exercise of a Punchlist nature. Notwithstanding anything its reasonable judgment, believes must be completed or corrected to the contrary in this Agreement, Contractor and Owner are not required as a condition of achieve Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of OwnerCompletion. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion and Owner’s written approval of a SubprojectContractor’s proposed Punchlist, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items; provided, however, Contractor shall add to the Punchlist any items up of a Punchlist nature that are discovered by Owner or Contractor prior to Final CompletionCompletion of the Project, and further provided that the failure to include any items on the Punchlist shall not alter the responsibility of Contractor to complete all Work in accordance with the terms and provisions of this Agreement. All Work on the Punchlist shall be completed by the date required for Required Final Completion, as specified in Section 5.3CCompletion Date, or Owner may, in addition to any other rights that it may have under this Agreement, at law or in equity, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall immediately pay Owner (directly or by offset at Owner, within ten (10) Days after receipt of written notice from Owner’s discretion), all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner. Upon Contractor’s sole discretionrequest, Owner may withhold or offset amounts owed to Contractor or collect on shall provide documentation identifying the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the expenses to complete such Punchlist shall be corrected by Contractor as a Warranty item under Article 12Work.

Punchlist. Upon completion Concurrent with the submission of the Performance Tests and prior to any Certificate of Substantial Completion of a Subprojectby Contractor, Contractor shall submit to Owner and Contractor shall inspect the Subproject, and Contractor shall prepare Independent Engineer a proposed list of Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide Items (the proposed Punchlist to Owner for its review, together "Punchlist") along with an estimate of the time and cost necessary to complete or correct each Punchlist itemItem. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within Within ten (10) Days after Owner’s following receipt of the proposed Punchlist, Owner and the Independent Engineer shall notify Contractor in writing either that it accepts the Punchlist from Contractoror Owner and Independent Engineer shall state its reasons for disagreement with the Punchlist in reasonable detail; provided, and Contractor shall immediately initiate measures to complete however, that Owner's or correct, as appropriate, any item on Contractor’s proposed Independent Engineer's acceptance or rejection of the Punchlist (including those items identified by the estimate of costs therefor) shall not relieve Contractor of its liability to complete the Punchlist Items. Any dispute regarding the Punchlist shall be resolved in accordance with the procedure set forth in Article 18; provided, however, that if Contractor does not promptly complete any remaining Punchlist Item, Owner during Owner’s review) that are not of a Punchlist natureshall have the right to complete such item and backcharge Contractor's account. Notwithstanding anything any other provision of this Agreement to the contrary in this Agreementcontrary, if the completion of any Punchlist Items requires that the Unit or the Facility be shut down or its output curtailed, and Contractor and Owner are not required as unable to schedule a condition mutually agreeable time for such shutdown or curtailment, Owner shall have the option of Substantial Completion completing such Punch List Items itself, and may retain a portion of a Subproject the Contract Price equal to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition cost of Substantial Completion completing such Punch List Items by treating the cost of such Subproject that does not meet the definition of Punchlist item as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of Owner. Upon Contractor’s completion or correction of any items necessary to achieve Substantial Completion of a Subproject, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to Final Completion. All Work on the Punchlist shall be completed by the date required for Final Completion, as specified in Section 5.3C, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist Work, Contractor shall pay Owner, within ten (10) Days after receipt of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, or, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12an Extra-Contractual Cost.

Punchlist. Upon completion of the Performance Tests Prior to Mechanical Completion, RFSU and prior to Substantial Completion of a SubprojectCompletion, as applicable, Owner and Contractor shall inspect the SubprojectWork related to Train 3, and Contractor shall prepare a proposed a list of Punchlist of items identified as needing to be completed or corrected as a result of such inspection. Contractor shall promptly provide the proposed Punchlist to Owner for its reviewreview and approval, together with an estimate of the time and cost necessary to complete or correct each Punchlist item. Contractor shall add to the proposed Punchlist any Punchlist items that are identified by Owner within ten (10) Days after Owner’s receipt of the proposed Punchlist from Contractorduring its review, and Contractor shall immediately initiate measures to complete or correct, as appropriate, any Punchlist item on Contractor’s proposed Punchlist (including those items identified by list or otherwise that Owner during Owner’s review) that are not in the exercise of a Punchlist nature. Notwithstanding anything its reasonable judgment, believes must be completed or corrected for Train 3 to the contrary in this Agreement, Contractor and Owner are not required as a condition of achieve Substantial Completion of a Subproject to agree upon and identify every Punchlist item and include it on the Punchlist, but Contractor is required to complete as a condition of Substantial Completion of such Subproject that does not meet the definition of Punchlist as provided in Section 1.1. In the event of a dispute regarding whether a specific item of Work meets the definition of Punchlist under Section 1.1, the Parties shall resolve such dispute in accordance with Section 18.1A. Owner shall provide Contractor with access to the Work after Substantial Completion of a Subproject sufficient to enable Contractor to complete all Punchlist items, so long as such access does not unreasonably interfere with operation of a Subproject after Substantial Completion of the Subproject or the Existing Facility and subject to any reasonable security or safety requirements of OwnerCompletion. Upon Contractor’s completion or correction of any items Punchlist item necessary to achieve Mechanical Completion, RFSU and Substantial Completion of a SubprojectCompletion, as applicable, and the Parties agreement on Contractor’s proposed Punchlist, as modified by any Owner additions, such Punchlist shall govern Contractor’s performance of the Punchlist items up to RFSU Substantial Completion or Final Completion. All Work , as applicable; provided that the failure to include any items on the Punchlist shall not alter the responsibility of Contractor to complete all Work in accordance with the terms and provisions of this Agreement. After Substantial Completion, Owner shall provide reasonable access to those portions of the Site sufficient for Contractor to perform its Punchlist so long as such activities do not interfere with the operation of the Train 3 Liquefaction Facility or Train 1 or Train 2 after substantial completion of Train 1 or Train 2 (as applicable) under the Trains 1 and 2 EPC Agreement and subject to Owner’s permit to work system. The Punchlist shall be completed by the date required for Final within [***] ([***]) Days after Substantial Completion, as specified in Section 5.3Cfailing which, or Owner may, in addition to any other rights that it may have under this Agreement, complete such Punchlist Work at the expense of Contractor. In the event Owner elects to complete such Punchlist WorkPunchlist, Contractor shall immediately pay OwnerOwner (directly, within ten (10) Days after receipt by offset, or by collection on the Letter of written notice from Owner, all reasonable costs and expenses incurred by Owner in performing such Punchlist Work, orCredit, at Owner’s sole discretion, Owner may withhold or offset amounts owed to Contractor or collect on the Letter of Credit in accordance with Section 7.8 in the amount of such ) all costs and expenses. Any Defective Work identified after agreement between the Parties of the Punchlist shall be corrected by Contractor as a Warranty item under Article 12expenses incurred in performing such Punchlist.