Common use of Responses from Potential Lenders Clause in Contracts

Responses from Potential Lenders. The full set of submission requirements will be set out within the PIM. These will likely include: • Comments on proposed security package and proposed terms and conditions of financing transaction structure • Underwriting capacity and hold capacity • Preliminary pricing with associated terms and conditions based on either underwriting or club basis or both • Confirmation that the Lender can meet the project schedule and accepts the appointed Core Lender due diligence advisors • A description of the credit process and timing required for full credit approval, including rating agency review and rating (if required by Lender) • Comprehensive commentary on any issues raised by the review of the PIM and attachments (and any other project documents and due diligence reports received) • Experience in and willingness to undertake hedging – interest rate and CPI • Experience and willingness to work with XXXXX XXX • Experience with similar transactions • Comments on the Original Financial Model and sensitivities Evaluation by Developer’s Finance Team The evaluation will take place after responses, if any, are issued and the deadline to submit requested clarifications occurs. The evaluation will objectively assess the robustness and deliverability of proposals from potential Lenders against clearly-defined criteria. Among the key areas of evaluation at Initial Submission Phase will be: • Commercial acceptance of the proposed financing transaction and transaction structure • Ability to meet the Project Schedule and length of committed finance • Price and capacity tendered • Commitment to use one of the approved base interest rates for setting market reference interest rates at Financial Close as listed in Appendix 2-C to this Agreement Developer will issue a detailed Initial Evaluation Report to the JFWG for discussion, clarification and comment. Thereafter, it will be revised as necessary and submitted to the PFG for approval. The Initial Evaluation Report will provide qualitative and quantitative analyses with a recommendation of short-listed Lenders to be taken forward to the Final Submission Phase. The Initial Evaluation Report also will discuss the structuring and pricing implications raised by the information and responses received through the Initial Submission Phase. There should be flexibility regarding the number of short-listed Lenders, depending on the source of financing and nature of initial submissions. It may well be the case that all potential Lenders submitting offers are short-listed and taken forward to the Final Submission Phase. The Initial Evaluation Report shall also be subject to the Department’s review and approval. Approval shall be for the limited purpose of confirming that Developer, the JFWG and PFG made the recommendations in a reasonable, good faith effort to optimize the Key Objectives. Upon approval by the PFG and the Department, the process will if necessary proceed to the Final Submission Phase.

Responses from Potential Lenders. The full set of submission requirements will be set out within the PIM. These will likely include: • Comments on proposed security package and proposed terms and conditions of financing transaction structure • Underwriting capacity and hold capacity • Preliminary pricing with associated terms and conditions based on either underwriting or club basis or both • Confirmation that the Lender can meet the project schedule and accepts the appointed Core Lender due diligence advisors • A description of the credit process and timing required for full credit approval, including rating agency review and rating (if required by Lender) • Comprehensive commentary on any issues raised by the review of the PIM and attachments (and any other project documents and due diligence reports received) • Experience in and willingness to undertake hedging – interest rate and CPI • Experience and willingness to work with XXXXX XXX • Experience with similar transactions • Comments on the Original Financial Model and sensitivities Evaluation by Developer’s Finance Team The evaluation will take place after responses, if any, are issued and the deadline to submit requested clarifications occurs. The evaluation will objectively assess the robustness and deliverability of proposals from potential Lenders against clearly-defined criteria. Among the key areas of evaluation at Initial Submission Phase will be: • Commercial acceptance of the proposed financing transaction and transaction structure • Ability to meet the Project Schedule and length of committed finance • Price and capacity tendered • Commitment to use one of the approved base interest rates for setting market reference interest rates at Financial Close as listed in Appendix 2-C to this Agreement Developer will issue a detailed Initial Evaluation Report to the JFWG for discussion, clarification and comment. Thereafter, it will be revised as necessary and submitted to the PFG for approval. The Initial Evaluation Report will provide qualitative and quantitative analyses with a recommendation of short-listed Lenders to be taken forward to the Final Submission Phase. The Initial Evaluation Report also will discuss the structuring and pricing implications raised by the information and responses received through the Initial Submission Phase. There should be flexibility regarding the number of short-listed Lenders, depending on the source of financing and nature of initial submissions. It may well be the case that all potential Lenders submitting offers are short-listed and taken forward to the Final Submission Phase. The Initial Evaluation Report shall also be subject to the Department’s review and approval. Approval shall be for the limited purpose of confirming that Developer, the JFWG and PFG made the recommendations in a reasonable, good faith effort to optimize the Key Objectives. Upon approval by the PFG and the Department, the process will if necessary proceed to the Final Submission Phase.

Responses from Potential Lenders. The full set of submission requirements will be set out within the PIM. These will likely include: • Comments on proposed security package and proposed terms and conditions of financing transaction structure • Underwriting capacity and hold capacity • Preliminary pricing with associated terms and conditions based on either underwriting or club basis or both • Confirmation that the Lender can meet the project schedule and accepts the appointed Core Lender due diligence advisors • A description of the credit process and timing required for full credit approval, including rating agency review and rating (if required by Lender) • Comprehensive commentary on any issues raised by the review of the PIM and attachments (and any other project documents and due diligence reports received) • Experience in and willingness to undertake hedging – interest rate and CPI • Experience and willingness to work with XXXXX XXX • Experience with similar transactions • Comments on the Original Financial Model and sensitivities Evaluation by Developer’s Finance Team The evaluation will take place after responses, if any, are issued and the deadline to submit requested clarifications occurs. The evaluation will objectively assess the robustness and deliverability of proposals from potential Lenders against clearly-defined criteria. Among the key areas of evaluation at Initial Submission Phase will be: • Commercial acceptance of the proposed financing transaction and transaction structure • Ability to meet the Project Schedule and length of committed finance • Price and capacity tendered • Commitment to use one of the approved base interest rates benchmarks for setting market reference interest rates at Financial Close as listed in Appendix 2-C to this Agreement Developer will issue a detailed Initial Evaluation Report to the JFWG for discussion, clarification and comment. Thereafter, it will be revised as necessary and submitted to the PFG for approval. The Initial Evaluation Report will provide qualitative and quantitative analyses with a recommendation of short-listed Lenders to be taken forward to the Final Submission Phase. The Initial Evaluation Report also will discuss the structuring and pricing implications raised by the information and responses received through the Initial Submission Phase. There should be flexibility regarding the number of short-listed Lenders, depending on the source of financing and nature of initial submissions. It may well be the case that all potential Lenders submitting offers are short-listed and taken forward to the Final Submission Phase. The Initial Evaluation Report shall also be subject to the Department’s review and approval. Approval shall be for the limited purpose of confirming that Developer, the JFWG and PFG made the recommendations in a reasonable, good faith effort to optimize the Key Objectives. Upon approval by the PFG and the Department, the process will if necessary proceed to the Final Submission Phase.