Common use of Scheduled Maintenance Clause in Contracts

Scheduled Maintenance. (a) At least sixty (60) Days prior to the anticipated Commercial Operation Date, and at least sixty (60) Days prior to the beginning of each subsequent Contract Year, Seller shall submit to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) Days prior written notice to Purchaser. If any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Month. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.

Scheduled Maintenance. (aA) At least sixty Three (603) Days Months prior to the anticipated Commercial Operation DateDate and, and at least sixty (60) Days prior to the beginning thereafter, by August 1 of each subsequent Contract Year, Seller shall submit deliver to Purchaser a proposed schedule EPE the Projected Schedule for the Facility for the subsequent four (4) Year period, including Scheduled Maintenance Outages for the next following Contract YearOutages. Seller shall not schedule any Scheduled Maintenance Outage during take ****=Confidential treatment has been requested for the Restricted Months except pursuant redacted portions of this exhibit. The copy filed herewith omits the information subject to Section 5.2(c). (b) Within ten (10) Days after Seller the confidentiality request. Omissions are designated as ****. A complete version of this exhibit has provided to Purchaser been filed separately with the Securities and Exchange Commission. manufacturers’ recommendations and Good Utility Practices into account when establishing the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-which schedule any such shall correspond with the Projected Schedule. Unless otherwise required by Good Utility Practice, Scheduled Maintenance Outage Outages and Seller shall effectuate such change Additional Maintenance Outages may not be scheduled during the Months of June, July, August, or September unless agreed to in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with writing by EPE at its sole discretion (the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a“Non-Scheduled Maintenance Period”). (cB) As a result Within thirty (30) Days of changing Facility conditions during operationreceiving the Projected Schedule for Scheduled Maintenance Outages from Seller, EPE may propose amendments thereto. Seller shall not unreasonably withhold its consent to such proposed amendments, provided that, it shall not be unreasonable for Seller to withhold its consent to any such proposed amendments that would be contrary to Good Utility Practices, and EPE shall pay the incremental costs of implementing such proposed amendments. (C) In the event that Seller should reject any proposed amendments of EPE as set forth in Section 13.5(B) above, Seller may amend the shall promptly notify EPE of its reasons for such rejection, whereupon Seller and EPE shall in good faith negotiate a reasonable schedule of Scheduled Maintenance Outage Outages. If such agreement is not reached within ten (10) Days of receipt by EPE of Seller’s rejection notice, Seller shall submit a final schedule at of Scheduled Maintenance Outages based on Good Utility Practices and the availability of the Operation and Maintenance Contractor which final schedule shall, to the extent reasonably possible, take into account the proposed amendments of EPE. (D) Seller shall be entitled to change any time Scheduled Maintenance Outages for the then current Year if such changes are required to comply with Good Utility Practices or, in the alternative, if EPE consents to the change, provided that: (i) any changes in annual scheduled maintenance of up to two (2) Days’ duration shall require one (1) week’s prior written notice to EPE, (ii) any changes in annual scheduled maintenance of greater than two (2) Days but less than three (3) weeks’ duration shall require one (1) Months’ prior written notice to EPE and (iii) any changes shall not be scheduled during the Non-Scheduled Maintenance Period unless otherwise required by providing at least Good Utility Practice. Seller shall not unreasonably refuse to change the schedule of Scheduled Maintenance Outages if requested to do so by EPE upon not less than thirty (30) Days prior written notice to Purchaser. If any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months pursuant to notice, provided that: (y) any such amended schedule, the Parties shall meet and in good faith work change would not be contrary to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Good Utility Practices, it will not occur during a Restricted Monthand (z) the Operation and Maintenance Contractor is available. (dE) Seller shall, at all times, use Commercially Reasonable Efforts Any maintenance outages that do not correspond to minimize any costs reimbursable by Purchaser the descriptions contained in clauses (A)-(D) of this Section 13.5 shall be deemed to be Additional Maintenance Outages under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required13.6 below.

Scheduled Maintenance. a. Resource Provider shall (ai) At least sixty ensure that no more than [●] hours in aggregate of Scheduled Outages or Scheduled Deratings occur per Agreement Year, (60ii) Days prior plan its Scheduled Maintenance Program so as to minimize interruptions or reductions to the anticipated Commercial Operation Dateprovision of Energy Storage Services, and (iii) cooperate with PREPA to coordinate the Scheduled Outages and Scheduled Deratings with Grid System needs. Resource Provider may only use the allowance for Scheduled Outages or Scheduled Deratings in the Agreement Year in which the allowance accrues, and any unused hours shall not be carried over to subsequent Agreement Years. b. Resource Provider shall, at least sixty (60) Days prior to the beginning Commercial Operation Date, submit a written schedule of each subsequent Contract Scheduled Outages and Scheduled Deratings (“Scheduled Maintenance Program”) for the remaining portion of the first Year of the Facility’s operations and, if the Commercial Operation Date occurs after September 1, for the following Year, Seller setting forth the proposed Scheduled Outages and Scheduled Deratings periods. Thereafter, Resource Provider shall submit to Purchaser a PREPA, in writing, by September 1 of each Year, its proposed schedule for Scheduled Maintenance Outages Program for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided c. Resource Provider shall provide the following information for each proposed Scheduled Outage and Scheduled Derating: 1. description of the work that Resource Provider will perform during such event; 2. approximate start date and time; 3. approximate end date and time; 4. approximate time to Purchaser restore the proposed schedule Facility to full operation; and 5. for Scheduled Maintenance OutagesDeratings, Purchaser may request that Seller re-schedule any Energy Storage Services available during such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a)event. (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least d. PREPA shall have thirty (30) Days prior written notice from receipt of the proposed Scheduled Maintenance Program to Purchasernotify Resource Provider whether it accepts the program or requires a rescheduling (and the period during which Resource Provider can perform such maintenance). If PREPA fails to respond during such period, then the Scheduled Maintenance Program shall be deemed accepted. e. Resource Provider shall use reasonable efforts to accommodate any request from PREPA to reschedule the Scheduled Maintenance Program. If Resource Provider cannot accommodate PREPA’s request to reschedule the Scheduled Maintenance Program, then Resource Provider shall provide reasons therefor and alternative dates for the Scheduled Maintenance Program. PREPA shall select between the alternative dates proposed by Resource Provider to finalize the Scheduled Maintenance Program. f. Resource Provider shall notify PREPA at least seven (7) Days prior to the start of any Scheduled Outage or Scheduled Derating and shall maintain close coordination with PREPA as such event approaches. g. If a condition occurs that impacts the Scheduled Maintenance Outage is scheduled to occur during Program, then Resource Provider shall promptly, on becoming aware of such condition, notify PREPA of such change (including an estimate of the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay length of such Scheduled Outage or Scheduled Derating) and request PREPA’s approval to revise the Scheduled Maintenance Program, which approval PREPA shall not unreasonably withhold or delay. Resource Provider shall bear any costs incurred by PREPA for revisions made less than sixty (60) Days before the start date of a Scheduled Outage so thator Scheduled Derating or that results in such event being scheduled less than sixty (60) Days before the start of the revised Scheduled Outage or Scheduled Derating, to the extent consistent with Prudent Industry Practices, it will not occur during other than in cases of Force Majeure or a Restricted MonthPREPA Risk Event. h. Only those Outages or Deratings that (di) Seller shallmeet the submittal timelines in paragraph (b) of this Section 6.3, at all timesand (ii) PREPA approves in accordance with this Section 6.3 shall constitute a Scheduled Outage or Scheduled Derating, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be requiredrespectively.

Scheduled Maintenance. (a) At least sixty (60) Days prior to the anticipated Commercial Operation DateNo later than March 1, and at least sixty (60) Days prior to the beginning of each subsequent Contract Year2001, Seller shall submit to Purchaser Buyer a proposed schedule for of Scheduled Maintenance Outages scheduled by Seller for the next following Contract YearYear for the Units, which schedule shall be updated by Seller by each March 31 and September 30 thereafter to cover the twelve month period following each such update; provided, however, that no Scheduled Maintenance Outage may be scheduled to cover the period from May 15 to September 15. Seller Parameters within which Scheduled Maintenance Outages must be planned are included as Appendix I. If the OEM issues recommendations for changes to the parameters in Appendix I, the parties shall not schedule any negotiate in good faith to revise Appendix I accordingly. Such schedule, and each supplement thereto, shall indicate the planned start and completion dates for each Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). period covered thereby and the amount of the Net Dependable Capacity of a Unit that will be affected. Within thirty (b30) Within ten (10) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser days of such additional costs. Upon receipt of such notification from Sellerschedule or any supplement thereto, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such Buyer may request reasonable additional costs as were described modifications in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) Days prior written notice contained therein. Both parties agree to Purchaseruse reasonable efforts to develop a mutually acceptable final schedule for such Scheduled Maintenance Outages. If within six months prior to the scheduled start of a Scheduled Maintenance Outage, Buyer desires to change the scheduled start or duration of such Scheduled Maintenance Outage, Buyer shall notify Seller of Buyer's requested change and Seller shall use reasonable efforts to accommodate Buyer's requested change. Seller may propose compensation from Buyer to Seller for such change. Buyer shall then have the right to either direct such change and pay Seller such compensation, or withdraw the request for such change. At least one week prior to any Scheduled Maintenance Outage is scheduled to occur during Outage, Seller shall orally notify Buyer of the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay expected start date of such Scheduled Maintenance Outage so thatOutage, to the extent consistent with Prudent Industry Practices, it amount of Capacity at the Units that will not occur be available to Buyer during a Restricted Month. (d) such Scheduled Maintenance Outage, and the expected completion date of such Scheduled Maintenance Outage. Seller shallshall orally notify Buyer of any subsequent changes in such Capacity not available or any subsequent changes in the Scheduled Maintenance Outage completion date. As soon as practicable, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both such oral notifications shall be confirmed in writing. Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be requiredtaken in any number of non-contiguous periods, subject to Buyer's approval, which shall not be unreasonably withheld or delayed. Subject to the foregoing, the duration, frequency and timing of Scheduled Maintenance Outages shall be based on OEM recommendations and the age and operation of the Units generally plus up to five (5) days per Unit on a semi-annual basis for Non-Summer Period balance of plant maintenance.

Scheduled Maintenance. Project Company shall submit its desired schedule of Scheduled Outage periods (including the duration of each such period) to GPA six (6) months before the Required Phase 2 Commercial Operation Date and thereafter on [ ] 1st of each calendar year. Project Company shall use commercially reasonable efforts to schedule any Scheduled Outage periods during the period from [insert applicable month] to [insert applicable month] only or such other alternative periods as GPA may specify, provided that GPA does specify at least one (1) year in advance the alternative period and that the period available for Scheduled Outages is of equal duration to the period specified herein. Within thirty (30) Days of receipt of such schedule, GPA shall notify Project Company in writing as to the acceptability of such schedule. Project Company shall use all reasonable efforts to make each such Scheduled Outage period of relatively short duration consistent with the Technical Limits, Prudent Utility Practices, and the recommendations of the manufacturers of the various components of the Facility. The Project Company shall use all reasonable efforts to perform maintenance of equipment connected with photovoltaic solar production between the hours of [8:00pm and 6:00am]. If GPA does not accept any one or more of the requested Scheduled Outage(s) periods, GPA shall advise Project Company within thirty (30) Days of the receipt of Project Company's notification in accordance with sub-section (a) At above of the acceptable period when GPA determines any such unacceptable Scheduled Outage can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall be consistent with the Technical Limits, Prudent Utility Practices and the recommendations of the manufacturers of the various components of the Facility, and shall be of the same duration as the requested period. If GPA fails within such thirty (30) Day period to object to any Scheduled Outage for which it receives Notice pursuant to subsection (a) above or fails within such period to advise Project Company of a substitute time, Project Company may schedule and conduct the Scheduled Outage(s) as initially requested. Project Company shall schedule Scheduled Outages only at times determined as aforesaid; provided, however, that GPA may not require Project Company to schedule Scheduled Outages in a manner or time which is outside the Technical Limits, is inconsistent with Prudent Utility Practices or the recommendations of the manufacturers of the various components of the Facility. Notwithstanding the fixing of a time for a Scheduled Outage pursuant to subsections (a), (b) and (c) above, GPA may, upon at least ninety (90) Days prior Notice and upon agreeing to pay the documented increased cost, if any, to the Project Company resulting therefrom, require Project Company to reschedule a Scheduled Outage; provided, however, (i) GPA shall not require such Scheduled Outage to be rescheduled for a period of shorter or longer duration or in a manner or time that is outside the Technical Limits, or inconsistent with Prudent Utility Practices or the recommendations of the manufacturers of the various components of the Facility, (ii) GPA shall not require that a single Scheduled Outage period be split into two or more periods without compensating Project Company for any additional costs incurred thereby, and (iii) GPA shall not require that a Scheduled Outage be brought forward any earlier than sixty (60) Days prior from the date of such Notice without the consent of Project Company. Notwithstanding the fixing of a time for a Scheduled Outage pursuant to the anticipated Commercial Operation Datesub sections (a), (b) and at least sixty (60c) above, Project Company may request a rescheduling of any Scheduled Outage upon ninety (90) Days prior written Notice to the beginning of each subsequent Contract Year, Seller GPA. GPA shall submit respond to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within such request within ten (10) Business Days after Seller has provided and shall not unreasonably withhold its permission for such rescheduling. When the need arises for a Maintenance Outage, Project Company shall advise GPA of such need and of the commencement and estimated duration of such work, and GPA shall allow Project Company to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage within a period of time that is reasonable under the circumstances, but in any event not to exceed the time required by the Technical Limits and Seller shall effectuate such change in schedule consistent with Prudent Industry Utility Practices. IfProject Company shall use all reasonable efforts to conduct such Maintenance Outage during off-peak hours, pursuant provided, however, that with respect to Prudent Industry Practices equipment used for photovoltaic solar production, the Project Company shall use all reasonable efforts to perform maintenance between the hours of [8:00pm and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser 6:00am]. Project Company may advise GPA orally of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule above matters set forth in Seller’s notice pursuant this subsection (f), and GPA shall respond orally within twenty-four (24) hours of such notice. GPA shall confirm its communication in writing within one (1) week of such oral notice. For those years in which Project Company plans to Section 5.2(a). conduct a Major Overhaul, Project Company shall submit its Major Overhaul schedule (cincluding the number of Units subject to Major Overhaul and outage duration of each Unit for such period) As to GPA, for each Contract Year, one year in advance by Notice. It is expected that a result Major Overhaul will take place approximately every [ ] operating hours, both as defined by the manufacturer and will not exceed [ ] Days in any Contract Year. Project Company shall use commercially reasonable efforts to not schedule a Major Overhaul during the months of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least [insert month] through [insert month] inclusive. Within thirty (30) Days prior written notice of receipt of this schedule, GPA shall notify Project Company in writing as to Purchaserthe acceptability of such schedule. If GPA does not accept this schedule, GPA shall advise Project Company within thirty (30) Days of receipt of such Schedule of the time when GPA determines the Major Overhaul can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall be consistent with the Technical Limits, Prudent Utility Practices, and the recommendations of the manufacturers of the various components of the Facility, and shall be of equal duration as the requested period. If GPA fails within the allowed period to object to any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months Major Overhaul for which it receives Notice pursuant to any this Article, or fails within such amended scheduleperiod to advise Project Company of a substitute time, Project Company may schedule the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted MonthMajor Overhaul as initially requested. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.

Scheduled Maintenance. (a) At least sixty (60) Days prior to the anticipated Commercial Operation DateNo later than March 1, and at least sixty (60) Days prior to the beginning of each subsequent Contract Year2001, Seller shall --------------------- submit to Purchaser Buyer a proposed schedule for of Scheduled Maintenance Outages scheduled by Seller for the next following Contract YearYear for the Units, which schedule shall be updated by Seller by each March 31 and September 30 thereafter to cover the twelve month period following each such update; provided, however, that no Scheduled Maintenance Outage may be scheduled to cover the period from May 15 to September 15. Seller Parameters within which Scheduled Maintenance Outages must be planned are included as Appendix I. If the OEM issues recommendations for changes to the parameters in Appendix I, the parties shall not schedule any negotiate in good faith to revise Appendix I accordingly. Such schedule, and each supplement thereto, shall indicate the planned start and completion dates for each Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). period covered thereby and the amount of the Net Dependable Capacity of a Unit that will be affected. Within thirty (b30) Within ten (10) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser days of such additional costs. Upon receipt of such notification from Sellerschedule or any supplement thereto, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such Buyer may request reasonable additional costs as were described modifications in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) Days prior written notice contained therein. Both parties agree to Purchaseruse reasonable efforts to develop a mutually acceptable final schedule for such Scheduled Maintenance Outages. If within six months prior to the scheduled start of a Scheduled Maintenance Outage, Buyer desires to change the scheduled start or duration of such Scheduled Maintenance Outage, Buyer shall notify Seller of Buyer's requested change and Seller shall use reasonable efforts to accommodate Buyer's requested change. Seller may propose compensation from Buyer to Seller for such change. Buyer shall then have the right to either direct such change and pay Seller such compensation, or withdraw the request for such change. At least one week prior to any Scheduled Maintenance Outage is scheduled to occur during Outage, Seller shall orally notify Buyer of the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay expected start date of such Scheduled Maintenance Outage so thatOutage, to the extent consistent with Prudent Industry Practices, it amount of Capacity at the Units that will not occur be available to Buyer during a Restricted Month. (d) such Scheduled Maintenance Outage, and the expected completion date of such Scheduled Maintenance Outage. Seller shallshall orally notify Buyer of any subsequent changes in such Capacity not available or any subsequent changes in the Scheduled Maintenance Outage completion date. As soon as practicable, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both such oral notifications shall be confirmed in writing. Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be requiredtaken in any number of non-contiguous periods, subject to Buyer's approval, which shall not be unreasonably withheld or delayed. Subject to the foregoing, the duration, frequency and timing of Scheduled Maintenance Outages shall be based on OEM recommendations and the age and operation of the Units generally plus up to five (5) days per Unit on a semi-annual basis for Non-Summer Period balance of plant maintenance.

Scheduled Maintenance. (a) At least sixty (60) Days prior to the anticipated Commercial Operation Date, and at least sixty (60) Days prior to the beginning of each subsequent Contract Year, Seller shall submit to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) Days prior written notice to the Commercial Operation Date and thereafter prior to June 1 of each subsequent calendar year, Purchaser shall provide to Seller a non-binding proposed schedule of its projected Dispatch for, in the case of the first such schedule, the nineteen (19)-Month period beginning on the Commercial Operation Date, and thereafter for the twelve (12)-Month period beginning on January 1st of the following calendar year. Based on Purchaser's projected Dispatch schedule and subject to Section 5.4(b), Seller shall provide Purchaser with its proposed maintenance schedule for such twelve (12)-Month period within ten (10) Days following receipt of Purchaser's projected Dispatch schedule. If any Purchaser and Seller shall agree on the expected timing of the Scheduled Maintenance Outage is scheduled Outages for such twelve (12)-Month period with no Scheduled Maintenance Outages to occur during the Restricted Months pursuant period from June 15 to September 15. Scheduled Maintenance Outages may be taken in any number of non-contiguous periods, provided number of Scheduled Maintenance Hours does not exceed the amounts specified in Section 5.4(b). Seller shall coordinate all Scheduled Maintenance Outages with Purchaser by giving Purchaser written notice at least ten (10) Days prior to a Scheduled Maintenance Outage such amended schedulenotice to include the scheduled start date, time, and duration of such Scheduled Maintenance Outage. Unless otherwise agreed by the Parties, acting reasonably, the start date of a Scheduled Maintenance Outage shall occur within one (1) Day of the date the Parties shall meet and in good faith work agreed to minimize or delay schedule such Scheduled Maintenance Outage so thatas set forth above. To the extent the start of a Scheduled Maintenance Outage deviates by more than one (1) Day from the schedule that had been agreed to, such deviation shall count towards the 120 hours available to Seller pursuant to Section 5.4(c). (b) Scheduled Maintenance Outages shall be determined in accordance with manufacturer's recommendations in accordance with formulae provided by relevant equipment manufacturers. The number of Scheduled Maintenance Hours shall be further limited to 336 hours each calendar year in which a minor inspection (e.g. combustion inspection) occurs, 480 hours each calendar year in which a hot gas path inspection occurs, and 840 hours each calendar year in which a Major Inspection occurs. Subject to Purchaser not exceeding 200 Start-Ups per year, the Scheduled Maintenance Outage frequency shall be no greater than annually for a minor inspection, every three (3) years for a hot gas path inspection, and every five (5) years for a Major Inspection; provided, however, that such maintenance frequencies shall be further subject to changes in the manufacturer's recommendations. To the extent Purchaser exceeds 200 Start-Ups in a calendar year, and to the extent consistent manufacturer's recommendations require a greater frequency of maintenance than that described herein, the frequency of such maintenance shall be adjusted in accordance with such manufacturer's recommendations. (c) If required in accordance with Prudent Industry PracticesPractices or manufacturers' recommendations, it will Seller may utilize up to 120 Scheduled Maintenance Hours per calendar year to perform maintenance repairs at a different time than designated pursuant to Section 5.4(a). Seller shall provide Purchaser with no less than two (2) Business Days prior notice of such requirement; provided that Seller shall not occur be entitled to make such re-allocation of Scheduled Maintenance Hours during a Restricted Month. (d) the period from June 15 through September 15 without the prior consent of Purchaser. Seller shall, at all times, shall use Commercially Reasonable Efforts its best efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both schedule such Scheduled Maintenance Outages and any unscheduled maintenance in a manner that allows Scheduled Maintenance Outages of less than eight (including but not limited 8) contiguous hours to Unscheduled Maintenance Outages) that may be requiredoccur during Off-Peak Hours.

Scheduled Maintenance. ‌ (aA) At least sixty Three (603) Days Months prior to the anticipated Commercial Operation DateDate and, and at least sixty (60) Days prior to the beginning thereafter, by October 1 of each subsequent Contract Year, Seller shall submit deliver to Purchaser a proposed schedule Buyers and SCC the Projected Schedule for the Facility for the subsequent annual period, including Scheduled Maintenance Outages for the next following Contract YearOutages. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided to Purchaser take manufacturers’ recommendations and Prudent Industry Practices into account when establishing the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that which schedule shall correspond with the Projected Schedule. Seller re-shall use commercially reasonable efforts to not schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. IfOutages and/or Additional Maintenance Outages during the daytime hours during the Months of June, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendationsJuly, such requested changes would result in additional costs to SellerAugust, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with or September (the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a).“Non-Scheduled Maintenance Period”).‌ (cB) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least Within thirty (30) Days prior written notice of receiving the proposed schedule for Scheduled Maintenance Outages from Seller, Buyers may propose amendments thereto. Seller shall not unreasonably withhold its consent to Purchaser. If such proposed amendments, provided that, it shall not be unreasonable for Seller to withhold its consent to any such proposed amendments that would be contrary to Prudent Industry Practices. (C) Seller shall be entitled to change any Scheduled Maintenance Outage is scheduled Outages for the then current Year upon notice to occur during Buyers and SCC. Seller shall not unreasonably refuse to change the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Month. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount schedule of time required for both Scheduled Maintenance Outages and if requested to do so by Buyers upon not less than fourteen (14) Days’ prior notice, provided that any unscheduled such change would not be contrary to Prudent Industry Practices or cause Seller to incur any material costs.‌ (D) Any maintenance outages that do not correspond to the descriptions contained in clauses (including but not limited A)-(C) of this Section 10.4 shall be deemed to Unscheduled be Additional Maintenance Outages) that may be requiredOutages under Section 10.5.

Scheduled Maintenance. a. Resource Provider shall (ai) At least sixty ensure that no more than [●] hours in aggregate of Scheduled Outage or Scheduled Deratings occur per Agreement Year, (60ii) Days prior plan its Scheduled Maintenance Program so as to minimize interruptions or reductions to the anticipated Commercial Operation Datesupply of Net Electrical Output, and (iii) cooperate with PREPA to coordinate the Scheduled Outages and Scheduled Deratings with Grid System needs. Resource Provider may only use the allowance for Scheduled Outages or Scheduled Deratings in the Agreement Year in which the allowance accrues, and any unused hours shall not be carried over to subsequent Agreement Years. b. Resource Provider shall, at least sixty (60) Days prior to the beginning Commercial Operation Date, submit a written schedule of each subsequent Contract Scheduled Outages and Scheduled Deratings (“Scheduled Maintenance Program”) for the remaining portion of the first Year of the Facility’s operations and, if the Commercial Operation Date occurs after September 1, for the following Year, Seller setting forth the proposed Scheduled Outages and Scheduled Deratings periods. Thereafter, Resource Provider shall submit to Purchaser a PREPA, in writing, by September 1 of each Year, its proposed schedule for Scheduled Maintenance Outages Program for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided c. Resource Provider shall provide the following information for each proposed Scheduled Outage and Scheduled Derating: 1. description of the work that Resource Provider will perform during such event; 2. approximate start date and time; 3. approximate end date and time; 4. approximate time to Purchaser restore the proposed schedule Facility to full operation; and 5. for Scheduled Maintenance OutagesDeratings, Purchaser may request that Seller re-schedule any the Net Electrical Output and Net Power Output available during such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a)event. (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least d. PREPA shall have thirty (30) Days prior written notice from receipt of the proposed Scheduled Maintenance Program to Purchasernotify Resource Provider whether it accepts the program or requires a rescheduling (and the period during which Resource Provider can perform such maintenance). If PREPA fails to respond during such period, then the Scheduled Maintenance Program shall be deemed accepted. e. Resource Provider shall use reasonable efforts to accommodate any request from PREPA to reschedule the Scheduled Maintenance Program. If Resource Provider cannot accommodate PREPA’s request to reschedule the Scheduled Maintenance Program, then Resource Provider shall provide reasons therefor and alternative dates for the Scheduled Maintenance Program. PREPA shall select between the alternative dates proposed by Resource Provider to finalize the Scheduled Maintenance Program. f. Resource Provider shall notify PREPA at least seven (7) Days prior to the start of any Scheduled Outage or Scheduled Derating and shall maintain close coordination with PREPA as such event approaches. g. If a condition occurs that impacts the Scheduled Maintenance Outage is scheduled to occur during Program, then Resource Provider shall promptly, on becoming aware of such condition, notify PREPA of such change (including an estimate of the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay length of such Scheduled Outage or Scheduled Derating) and request PREPA’s approval to revise the Scheduled Maintenance Program, which approval PREPA shall not unreasonably withhold or delay. Resource Provider shall bear any costs incurred by PREPA for revisions made less than sixty (60) Days before the start date of a Scheduled Outage so thator Scheduled Derating or that results in such event being scheduled less than sixty (60) Days before the start of the revised Scheduled Outage or Scheduled Derating, to the extent consistent with Prudent Industry Practices, it will not occur during other than in cases of Force Majeure or a Restricted MonthPREPA Risk Event. h. Only those Outages or Deratings that (di) Seller shallmeet the submittal timelines in paragraph (b) of this Section 6.3, at all timesand (ii) PREPA approves in accordance with this Section 6.3 shall constitute a Scheduled Outage or Scheduled Derating, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be requiredrespectively.

Scheduled Maintenance. (a) At Project Company shall submit its desired schedule of Scheduled Outage periods (including the duration of each such period) to GPA six (6) months before the Required Phase 2 Commercial Operation Date and thereafter on [ ] 1st of each calendar year. Project Company shall use commercially reasonable efforts to schedule any Scheduled Outage periods during the period from [insert applicable month] to [insert applicable month] only or such other alternative periods as GPA may specify, provided that GPA does specify at least one (1) year in advance the alternative period and that the period available for Scheduled Outages is of equal duration to the period specified herein. Within thirty (30) Days of receipt of such schedule, GPA shall notify Project Company in writing as to the acceptability of such schedule. Project Company shall use all reasonable efforts to make each such Scheduled Outage period of relatively short duration consistent with the Technical Limits, Prudent Utility Practices, and the recommendations of the manufacturers of the various components of the Facility. The Project Company shall use all reasonable efforts to perform maintenance of equipment connected with photovoltaic solar production between the hours of [8:00pm and 6:00am]. (b) If GPA does not accept any one or more of the requested Scheduled Outage(s) periods, GPA shall advise Project Company within thirty (30) Days of the receipt of Project Company's notification in accordance with sub-section (a) above of the acceptable period when GPA determines any such unacceptable Scheduled Outage can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall be consistent with the Technical Limits, Prudent Utility Practices and the recommendations of the manufacturers of the various components of the Facility, and shall be of the same duration as the requested period. If GPA fails within such thirty (30) Day period to object to any Scheduled Outage for which it receives Notice pursuant to subsection (a) above or fails within such period to advise Project Company of a substitute time, Project Company may schedule and conduct the Scheduled Outage(s) as initially requested. (c) Project Company shall schedule Scheduled Outages only at times determined as aforesaid; provided, however, that GPA may not require Project Company to schedule Scheduled Outages in a manner or time which is outside the Technical Limits, is inconsistent with Prudent Utility Practices or the recommendations of the manufacturers of the various components of the Facility. (d) Notwithstanding the fixing of a time for a Scheduled Outage pursuant to subsections (a), (b) and (c) above, GPA may, upon at least ninety (90) Days prior Notice and upon agreeing to pay the documented increased cost, if any, to the Project Company resulting therefrom, require Project Company to reschedule a Scheduled Outage; provided, however, (i) GPA shall not require such Scheduled Outage to be rescheduled for a period of shorter or longer duration or in a manner or time that is outside the Technical Limits, or inconsistent with Prudent Utility Practices or the recommendations of the manufacturers of the various components of the Facility, (ii) GPA shall not require that a single Scheduled Outage period be split into two or more periods without compensating Project Company for any additional costs incurred thereby, and (iii) GPA shall not require that a Scheduled Outage be brought forward any earlier than sixty (60) Days prior from the date of such Notice without the consent of Project Company. (e) Notwithstanding the fixing of a time for a Scheduled Outage pursuant to the anticipated Commercial Operation Datesub sections (a), (b) and at least sixty (60c) above, Project Company may request a rescheduling of any Scheduled Outage upon ninety (90) Days prior written Notice to the beginning of each subsequent Contract Year, Seller GPA. GPA shall submit respond to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within such request within ten (10) Business Days after Seller has provided and shall not unreasonably withhold its permission for such rescheduling. (f) When the need arises for a Maintenance Outage, Project Company shall advise GPA of such need and of the commencement and estimated duration of such work, and GPA shall allow Project Company to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage within a period of time that is reasonable under the circumstances, but in any event not to exceed the time required by the Technical Limits and Seller shall effectuate such change in schedule consistent with Prudent Industry Utility Practices. IfProject Company shall use all reasonable efforts to conduct such Maintenance Outage during off-peak hours, pursuant provided, however, that with respect to Prudent Industry Practices equipment used for photovoltaic solar production, the Project Company shall use all reasonable efforts to perform maintenance between the hours of [8:00pm and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser 6:00am]. Project Company may advise GPA orally of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule above matters set forth in Seller’s notice pursuant to Section 5.2(athis subsection (f), and GPA shall respond orally within twenty-four (24) hours of such notice. GPA shall confirm its communication in writing within one (1) week of such oral notice. (cg) As For those years in which Project Company plans to conduct a result Major Overhaul, Project Company shall submit its Major Overhaul schedule (including the number of changing Facility conditions Units subject to Major Overhaul and outage duration of each Unit for such period) to GPA, for each Contract Year, one year in advance by Notice. It is expected that a Major Overhaul will take place approximately every [ ] operating hours, both as defined by the manufacturer and will not exceed [ ] Days in any Contract Year. Project Company shall use commercially reasonable efforts to not schedule a Major Overhaul during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least months of [insert month] through [insert month] inclusive. Within thirty (30) Days prior written notice of receipt of this schedule, GPA shall notify Project Company in writing as to Purchaserthe acceptability of such schedule. If GPA does not accept this schedule, GPA shall advise Project Company within thirty (30) Days of receipt of such Schedule of the time when GPA determines the Major Overhaul can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall be consistent with the Technical Limits, Prudent Utility Practices, and the recommendations of the manufacturers of the various components of the Facility, and shall be of equal duration as the requested period. If GPA fails within the allowed period to object to any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months Major Overhaul for which it receives Notice pursuant to any this Article, or fails within such amended scheduleperiod to advise Project Company of a substitute time, Project Company may schedule the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted MonthMajor Overhaul as initially requested. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.

Scheduled Maintenance. 10.4.1 The Company shall undertake all scheduled KWC maintenance in accordance with this Agreement, Good International Industry Practice, Environmental and Social Requirements, and in accordance with any relevant Approvals, applicable Legal Requirements, Accounting Principles, Operating and Maintenance Procedures, and the maintenance appendices (aeach, a “Maintenance Schedule”) At developed pursuant to this clause 10.4. 10.4.2 The Company shall submit to the Independent Engineer and KW&SB the proposed Maintenance Schedule for the KWC at least sixty forty-five (6045) Days prior to to: 10.4.2.1 the anticipated Commercial Operation Scheduled Commencement Date, and at least sixty (60) Days prior to in respect of the beginning first Contract Year; and 10.4.2.2 the commencement of each subsequent Contract Year, Seller shall submit to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following in respect of such Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c)., in each case, setting out: (a) its Planned Outages; and (b) Within ten (10) Days after Seller has provided a forecast of the Net Water Output that could be delivered to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change Output Water Connection Point on each Day in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a)forthcoming Contract Year. (c) As a result 10.4.3 The Company shall: 10.4.3.1 plan its Maintenance Schedule so as to minimise interruptions of changing Facility conditions the supply of Net Water Output; and 10.4.3.2 not undertake scheduled KWC maintenance resulting in an outage of the KWC during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least Summer Period. 10.4.4 Within thirty (30) Days prior written notice of receipt of the proposed Maintenance Schedule, the Independent Engineer and KW&SB shall notify the Company whether the proposed Maintenance Schedule is acceptable. 10.4.5 If Independent Engineer and KW&SB do not, within such thirty (30) Day period, accept the proposed Maintenance Schedule in whole or in part, the Independent Engineer and KW&SB shall advise the Company of a period or periods when the maintenance can be rescheduled, provided that the Independent Engineer and KW&SB shall seek to Purchasermake such rescheduled period or periods as close as reasonably practicable to the Maintenance Schedule proposed by the Company and, provided further, that the rescheduled period or periods shall be of equal duration to the period or periods proposed by the Company. If any Scheduled In the event that the Independent Engineer and KW&SB fail to provide such advice within the time period stipulated in this clause 10.4, KW&SB shall be deemed to have accepted the proposed Maintenance Outage is scheduled Schedule. 10.4.6 With respect to occur during each Planned Outage, the Restricted Months Company shall (in addition to the requirement to issue an Unavailability Notice pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Month. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.clause 10.1.9):

Scheduled Maintenance. (a) At least sixty (60) Days Prior to the Effective Date, each of Customer and Refiner submitted, and Refiner and Customer accepted, a proposed schedule of Scheduled Maintenance for the Customer’s Facility and the Refinery, respectively, for the first four Semi-Annual Periods during the Term. No later than 30 days prior to the anticipated Commercial Operation Date, and at least sixty (60) Days prior to the beginning expiration of each subsequent Contract YearSemi-Annual Period, Seller each of Customer and Refiner shall submit to Purchaser the other a proposed schedule for of Scheduled Maintenance Outages for the next following Contract Yeartwo Semi-Annual Periods for Customer’s Facility and the Refinery, respectively, which schedule shall be updated by Customer and Refiner, respectively, for each Semi-Annual Period thereafter within 15 days before the commencement of such period. Seller shall not schedule any Parameters within which Scheduled Maintenance Outage must be planned are included as Schedule H. Such schedule, and each supplement thereto, shall indicate the planned start and completion dates for each Scheduled Maintenance during the Restricted Months except pursuant to Section 5.2(c). (b) period covered thereby and the amount of the Capacity of the Customer’s Facility or Unit that will be affected during the period covered thereby. Within ten (10) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser 30 days of such additional costs. Upon receipt of such notification from Sellerschedule or any supplement thereto, if Purchaser desires Seller the other Party may request modifications to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller schedule or supplement. Both Parties agree to use commercially reasonable efforts to develop a mutually acceptable final schedule for such reasonable additional costs as were described Scheduled Maintenance. The Party scheduling the maintenance shall send oral and written notification to the other Party of the expected start date of such Scheduled Maintenance, the amount of Capacity at the Customer’s Facility or Refinery that will not be operating during such Scheduled Maintenance, and the expected completion date of such Scheduled Maintenance. The scheduling Party shall send oral and written notification to the other Party of any subsequent changes in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) Days prior written notice to Purchasercompletion date. If any Scheduled Maintenance Outage is scheduled to occur during Notwithstanding the Restricted Months pursuant to any such amended scheduleforegoing, the Parties shall meet keep each other timely informed about planned turnarounds, shutdowns, major technical projects, capital projects and any other major events that in good faith work to minimize or delay such Scheduled Maintenance Outage so that, each case are relevant to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Monthoperation of the Refinery and/or the Customer’s Facilities. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.

Scheduled Maintenance. (aA) At least sixty Three (603) Days Months prior to the anticipated Commercial Operation DateDate and, and at least sixty (60) Days prior to the beginning thereafter, by October 1 of each subsequent Contract Year, Seller shall submit deliver to Purchaser a proposed schedule Buyers and SCC the Projected Schedule for the Facility for the subsequent annual period, including Scheduled Maintenance Outages for the next following Contract YearOutages. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided to Purchaser take manufacturers’ recommendations and Prudent Industry Practices into account when establishing the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that which schedule shall correspond with the Projected Schedule. Seller re-shall use commercially reasonable efforts to not schedule any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. IfOutages and/or Additional Maintenance Outages during the daytime hours during the Months of June, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendationsJuly, such requested changes would result in additional costs to SellerAugust, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with or September (the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a“Non-Scheduled Maintenance Period”). (cB) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least Within thirty (30) Days prior written notice of receiving the proposed schedule for Scheduled Maintenance Outages from Seller, Xxxxxx may propose amendments thereto. Seller shall not unreasonably withhold its consent to Purchaser. If such proposed amendments, provided that, it shall not be unreasonable for Seller to withhold its consent to any such proposed amendments that would be contrary to Prudent Industry Practices. (C) Seller shall be entitled to change any Scheduled Maintenance Outage is scheduled Outages for the then current Year upon notice to occur during Buyers and SCC. Seller shall not unreasonably refuse to change the Restricted Months pursuant schedule of Scheduled Maintenance Outages if requested to do so by Buyers upon not less than fourteen (14) Days’ prior notice, provided that any such amended schedule, the Parties shall meet and in good faith work change would not be contrary to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted MonthPractices or cause Seller to incur any material costs. (dD) Seller shall, at all times, use Commercially Reasonable Efforts Any maintenance outages that do not correspond to minimize any costs reimbursable by Purchaser the descriptions contained in clauses (A)-(C) of this Section 10.4 shall be deemed to be Additional Maintenance Outages under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required10.5.

Scheduled Maintenance. (a) At least sixty (60) 55 Days prior to the anticipated Commercial Operation Date, and at least sixty (60) Days prior to the beginning March 28th of each subsequent Contract Yearyear for Unit 0 xxx April 5th of each year for Unit 0, Xxxxxxxxx xxxll provide to Seller a non-binding proposed schedule of Capacity Factor and Start-Ups for such Dedicated Unit for each of the following twelve Months. In connection with its rights as purchaser under the Xxxxxxx PPA, Seller shall promptly submit such schedule to Xxxxxxx in accordance with the Xxxxxxx PPA, and promptly after receipt from Xxxxxxx shall promptly provide Purchaser a with Xxxxxxx’x proposed schedule for Scheduled Maintenance Outages for the next following Contract Yearperiod provided in accordance with the Xxxxxxx PPA. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). Within eight (b) Within ten (10) 8) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request Seller to request that Seller Xxxxxxx re-schedule any such Scheduled Maintenance Outage and Seller shall exercise Commercially Reasonable Efforts in accordance with its rights as purchaser under the Xxxxxxx PPA to effectuate such change in schedule consistent with Prudent Industry PracticesPractices and the then current equipment manufacturers’ recommendations. Seller shall not consent to any proposal by Xxxxxxx to schedule Scheduled Maintenance Outages during the Restricted Months without Purchaser’s consent, which may be withheld in Purchaser’s sole discretion. Any Scheduled Maintenance Outages scheduled for Months during the Peak Season Months that are not Restricted Months shall be subject to rescheduling by Purchaser pursuant to this Section 5.2(a). Within eight (8) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request changes to such Scheduled Maintenance Outages scheduled during the Peak Season Months that are not Restricted Months. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires wishes for Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). (c) As a result of changing Facility conditions during operation, hereunder. Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) Days prior written notice to Purchaser. If any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Month. (d) Seller shall, at all times, use Commercially Reasonable Efforts in accordance with its rights as purchaser under the Xxxxxxx PPA to cause Xxxxxxx to minimize any costs reimbursable by Purchaser under this Section 5.2(a). (b) The years in which a combustor inspection, a hot gas inspection or a major inspection shall occur with respect to a Dedicated Unit shall be determined in accordance with the equipment manufacturers’ then current recommendations; provided that for purposes of this Section 5.2(b), the manufacturers’ recommendations shall be determined in accordance with the formulae provided by the relevant equipment manufacturers and shall be consistent with the formulae provided by such equipment manufacturers to customers other than Xxxxxxx for similar equipment, which formulae may be revised from time to time by such manufacturers. Days of Scheduled Maintenance Outages shall be, as to a Dedicated Unit, as follows, subject to revisions in manufacturers’ recommendations: (i) in years in which a combustor inspection is to occur, 15 Days; (ii) in years in which a hot gas inspection is to occur, 24 Days; and (iii) in years in which a major inspection is to occur, 30 Days. In scheduling the Days of Scheduled Maintenance Outage in accordance with Section 5.2(a), Seller may divide the permitted number of Days into two or more periods. Seller shall use Commercially Reasonable Efforts in accordance with its rights as purchaser under the Xxxxxxx PPA to cause Xxxxxxx to complete any Schedule Maintenance Outage in less than the time periods scheduled and place the affected Dedicated Unit back into full operation as soon as possible. The Scheduled Maintenance Outage periods shall apply to each Dedicated Unit. Days of Scheduled Maintenance Outage shall be prorated based on the ratio of the Available Contract Capacity for a Dedicated Unit to the Actual Contract Capacity of such Dedicated Unit during the Scheduled Maintenance Outage in the case of a partial Scheduled Maintenance Outage. (c) In addition to the Scheduled Maintenance Outages provided for in Section 5.2(b), Purchaser acknowledges that Xxxxxxx shall also be entitled to perform up to 120 hours per year of additional Scheduled Maintenance Outage with written notice. Provided that Seller receives notice from Xxxxxxx, Seller shall provide notice thereof to Purchaser not later than 9:30 a.m. Central Prevailing Time on the Day prior to the Day on which the additional Scheduled Maintenance Outage commences of each such additional Scheduled Maintenance Outage period (an “Additional Scheduled Maintenance Outage”). Seller shall not consent to a proposal by Xxxxxxx to schedule Additional Scheduled Maintenance Outages during the Restricted Months without Purchaser’s consent, which may be withheld in Purchaser’s sole discretion. Seller shall use Commercially Reasonable Efforts in accordance with its rights as purchaser under the Xxxxxxx PPA to cause Xxxxxxx to minimize the total annual amount period of time required for both any Additional Scheduled Maintenance Outages Outage. Purchaser acknowledges that Xxxxxxx may take up to twenty (20) hours of the Additional Scheduled Maintenance Outage during On-Peak hours as necessary to avoid a significant risk to the safety or reliability of the Dedicated Units and the Common Facilities. Within five (5) hours after receipt of Seller’s notice, Purchaser may request a change to any Additional Scheduled Maintenance Outage, as scheduled by Xxxxxxx during On-Peak hours, which affects the reliability (and not the safety) of the Dedicated Units. Upon receipt of such request Seller, in connection with its rights as purchaser under the Xxxxxxx PPA, shall promptly notify Purchaser of the expected risks to reliability resulting from such requested change and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that additional costs which may be requiredincurred to minimize such risks. Within one (1) hour after receipt of such notification from Seller, if Purchaser wishes for Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall hold Seller harmless from such expected risks and reimburse Seller for such additional costs as were described in Seller’s notice to Purchaser and all other costs incurred in good faith as a result of such change in schedule. If Purchaser does not notify Seller of its decision prior to the deadlines as specified in this Section 5.2 (c), then Seller shall use Commercially Reasonable Efforts in connection with its rights as purchaser under the Xxxxxxx PPA to cause Xxxxxxx to proceed in accordance with the schedule set forth in Xxxxxxx’x notice hereunder. Seller shall use Commercially Reasonable Efforts in connection with its rights as purchaser under the Xxxxxxx PPA to minimize any costs reimbursable by Purchaser under this Section 5.2(c).

Scheduled Maintenance. (a) At least sixty (60) 30 Days prior to the anticipated Commercial Operation DateDate of a Dedicated Unit and thereafter prior to June 1 of each calendar year subsequent to the calendar year in which the Commercial Operation Date of such Dedicated Unit occurs, Purchaser shall provide to Seller a non-binding proposed schedule of Capacity Factor and at least sixty Start-Ups for such Dedicated Unit for each Month (60i) Days in the case of the notice delivered prior to the beginning Commercial Operation Date for such Dedicated Unit, occurring after the Commercial Operation Date through and including the following calendar year, and (ii) in the case of each subsequent Contract Yearnotice, of the following calendar year. Within 60 Days of receiving Purchaser's proposed schedule for such Dedicated Unit, Seller shall submit to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Yearperiod covered by, and which shall be based on, Purchaser's projected Dispatch schedule, subject to Section 5.2(b). Seller In no event, without Purchaser's consent, shall not such schedule any provide for a Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after a Peak Period. Once Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller to re-schedule any such Scheduled Maintenance Outage and Seller shall exercise Commercially Reasonable Efforts to effectuate such change in schedule consistent schedule. (b) The years in which a combustor inspection, a hot gas inspection or a major inspection shall occur with Prudent Industry Practices. Ifrespect to a Dedicated Unit shall be determined in accordance with manufacturers' recommendations; PROVIDED that for purposes of this Section 5.2(b), pursuant to Prudent Industry Practices and then current equipment the manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller ' recommendations shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed be determined in accordance with the proposed schedule set forth formulae provided by the relevant equipment manufacturers and shall be consistent with the formulae provided by such equipment manufacturers to customers other than Seller for similar equipment, which formulae may be revised from time to time by such manufacturers. Days of Scheduled Maintenance Outages shall be, as to a Dedicated Unit, as follows: (i) in Seller’s notice pursuant years in which a combustor inspection is to occur, 14 Days; (ii) in years in which a hot gas inspection is to occur, 21 Days; and (iii) in years in which a major inspection is to occur, 28 Days. In scheduling the Days of Scheduled Maintenance Outages in accordance with Section 5.2(a). (c) As a result of changing Facility conditions during operation, Seller may amend bifurcate the Scheduled Maintenance Outage schedule at permitted number of Days into two periods, one of which shall be no longer than five Days. Notwithstanding the foregoing or any time by providing at least thirty (30) Days prior written notice to Purchaser. If any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months pursuant to any such amended scheduleprovision herein, the Parties Seller shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Month. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize complete any costs reimbursable by Purchaser under Section 5.2(b) Scheduled Maintenance Outage in less than the time periods scheduled and place the affected Dedicated Unit back into full operation as soon as possible. The Scheduled Maintenance Outage periods shall apply to minimize the total annual amount each Dedicated Unit. Days of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may shall be required.prorated based on the ratio of the capacity available for a

Scheduled Maintenance. (a) At Project Company shall submit its desired schedule of Scheduled Outage periods (including the duration of each such period) to GPA six (6) months before the Required Phase 2 Commercial Operation Date and thereafter on [ ] 1st of each calendar year. Project Company shall use commercially reasonable efforts to schedule any Scheduled Outage periods during the period from [insert applicable month] to [insert applicable month] only or such other alternative periods as GPA may specify, provided that GPA does specify at least one (1) year in advance the alternative period and that the period available for Scheduled Outages is of equal duration to the period specified herein. Within thirty (30) Days of receipt of such schedule, GPA shall notify Project Company in writing as to the acceptability of such schedule. Project Company shall use all reasonable efforts to make each such Scheduled Outage period of relatively short duration consistent with the Technical Limits, Prudent Utility Practices, and the recommendations of the manufacturers of the various components of the Facility. The Project Company shall use all reasonable efforts to perform maintenance of equipment connected with photovoltaic solar production between the hours of [8:00pm and 6:00am]. (b) If GPA does not accept any one or more of the requested Scheduled Outage(s) periods, GPA shall advise Project Company within thirty (30) Days of the receipt of Project Company's notification in accordance with sub-section (a) above of the acceptable period when GPA determines any such unacceptable Scheduled Outage can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall be consistent with the Technical Limits, Prudent Utility Practices and the recommendations of the manufacturers of the various components of the Facility, and shall be of the same duration as the requested period. If GPA fails within such thirty (30) Day period to object to any Scheduled Outage for which it receives Notice pursuant to subsection (a) above or fails within such period to advise Project Company of a substitute time, Project Company may schedule and conduct the Scheduled Outage(s) as initially requested. (c) Project Company shall schedule Scheduled Outages only at times determined as aforesaid; provided, however, that GPA may not require Project Company to schedule Scheduled Outages in a manner or time which is outside the Technical Limits, is inconsistent with Prudent Utility Practices or the recommendations of the manufacturers of the various components of the Facility. (d) Notwithstanding the fixing of a time for a Scheduled Outage pursuant to subsections (a), (b) and (c) above, GPA may, upon at least ninety (90) Days prior Notice and upon agreeing to pay the documented increased cost, if any, to the Project Company resulting therefrom, require Project Company to reschedule a Scheduled Outage; provided, however, (i) GPA shall not require such Scheduled Outage to be rescheduled for a period of shorter or longer duration or in a manner or time that is outside the Technical Limits, or inconsistent with Prudent Utility Practices or the recommendations of the manufacturers of the various components of the Facility, (ii) GPA shall not require that a single Scheduled Outage period be split into two or more periods without compensating Project Company for any additional costs incurred thereby, and (iii) GPA shall not require that a Scheduled Outage be brought forward any earlier than sixty (60) Days prior from the date of such Notice without the consent of Project Company. (e) Notwithstanding the fixing of a time for a Scheduled Outage pursuant to the anticipated Commercial Operation Datesub sections (a), (b) and at least sixty (60c) above, Project Company may request a rescheduling of any Scheduled Outage upon ninety (90) Days prior written Notice to the beginning of each subsequent Contract Year, Seller GPA. GPA shall submit respond to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within such request within ten (10) Business Days after Seller has provided and shall not unreasonably withhold its permission for such rescheduling. (f) When the need arises for a Maintenance Outage, Project Company shall advise GPA of such need and of the commencement and estimated duration of such work, and GPA shall allow Project Company to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Maintenance Outage within a period of time that is reasonable under the circumstances, but in any event not to exceed the time required by the Technical Limits and Seller shall effectuate such change in schedule consistent with Prudent Industry Utility Practices. IfProject Company shall use all reasonable efforts to conduct such Maintenance Outage during off-peak hours, pursuant provided, however, that with respect to Prudent Industry Practices equipment used for photovoltaic solar production, the Project Company shall use all reasonable efforts to perform maintenance between the hours of [8:00pm and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser 6:00am]. Project Company may advise GPA orally of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule above matters set forth in Seller’s notice pursuant to Section 5.2(athis subsection (f), and GPA shall respond orally within twenty-four (24) hours of such notice. GPA shall confirm its communication in writing within one (1) week of such oral notice. (cg) As For those years in which Project Company plans to conduct a result Major Overhaul, Project Company shall submit its Major Overhaul schedule (including the number of changing Facility conditions Units subject to Major Overhaul and outage duration of each Unit for such period) to GPA, for each Contract Year, one year in advance by Notice. It is expected that a Major Overhaul will take place approximately every [ ] operating hours, both as defined by the manufacturer and will not exceed [ ] Days in any Contract Year. Project Company shall use commercially reasonable efforts to not schedule a Major Overhaul during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least months of [insert month] through [insert month] inclusive. Within thirty (30) Days prior written notice of receipt of this schedule, GPA shall notify Project Company in writing as to Purchaserthe acceptability of such schedule. If GPA does not accept this schedule, GPA shall advise Project Company within thirty (30) Days of receipt of such Schedule of the time when GPA determines the Major Overhaul can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall be consistent with the Technical Limits, Prudent Utility Practices, and the recommendations of the manufacturers of the various components of the Facility, and shall be of equal duration as the requested period. If GPA fails within the allowed period to object to any Scheduled Maintenance Outage is scheduled to occur during the Restricted Months Major Overhaul for which it receives Notice pursuant to any this Article, or fails within such amended scheduleperiod to advise Project Company of a substitute time, Project Company may schedule the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted MonthMajor Overhaul as initially requested. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.

Scheduled Maintenance. (a) At The BOT Company shall submit its desired schedule of Scheduled Outage periods (including the duration of each such period) to EVN six (6) months before the Required Commercial Operation Date of the First Unit and thereafter six (6) months before the end of each Operating Year, the BOT Company shall submit its desired Scheduled Outage periods for the following Operating Year. The BOT Company shall schedule Scheduled Outage periods only during June 1 to November 30 or such other months as EVN may specify, provided that EVN does so at least one (1) year in advance of the alternative months and that the period available for Scheduled Outages is of equal duration to the period specified herein. The BOT Company shall reasonably endeavour to make each such Scheduled Outage period of relatively short duration consistent with the Technical Limits, Prudent Utility Practices, Operating Procedures and the recommendations of the Contractor and the manufacturers of the various components of the Facility. Within thirty (30) Days of receipt of such schedule, EVN shall notify the BOT Company in writing as to the acceptability of such schedule. (b) If EVN does not accept any one or more of the requested Scheduled Outage(s) periods, EVN shall advise the BOT Company within thirty (30) Days of the receipt of the BOT Company’s notification in accordance with paragraph (a) above of the acceptable period when EVN determines any such unacceptable Scheduled Outage can be rescheduled. The rescheduled time shall be as close as reasonably practicable to the requested time, shall comply with the Operating Procedures and Technical Limits, shall be consistent with Prudent Utility Practices and the recommendations of the Contractor and the manufacturers of the various components of the Facility, and shall be of equal duration as the requested period. If EVN fails within the allowed period to object to any Scheduled Outage for which it receives notice pursuant to paragraph (a) above or fails within such period to advise the BOT Company of a substitute time, the BOT Company may schedule the Scheduled Outage(s) as initially requested. (c) The BOT Company shall schedule Scheduled Outages only at times determined as aforesaid; provided, however, that EVN may not require the BOT Company to reschedule Scheduled Outages in a manner or time which is outside the Operating Procedures or Technical Limits or is inconsistent with Prudent Utility Practices or the recommendations of the Contractors under the Construction Contracts and the manufacturers of the various components of the Facility. (d) Notwithstanding the fixing of a time for a Scheduled Outage pursuant to paragraphs (a) and (b) above, EVN may, upon at least ninety (90) Days prior written notice and upon agreeing to pay the documented increased cost, if any, to the BOT Company resulting therefrom, require the BOT Company to reschedule a Scheduled Outage; provided, however, that (i) EVN shall not require such Scheduled Outage to be rescheduled for a period of shorter or longer duration or in a manner or time that is outside the Operating Procedures, Technical Limits, or inconsistent with Prudent Utility Practices or the recommendations of the Contractors and the manufacturers of the various components of the Facility, (ii) EVN shall not require that a single Scheduled Outage period be split into two or more periods without compensating the BOT Company for any additional costs imposed thereby, and (iii) EVN shall not require that a Scheduled Outage be brought forward any earlier than sixty (60) Days prior to from the anticipated Commercial Operation Date, and at least sixty (60) Days prior to date of such notice without the beginning consent of each subsequent Contract Year, Seller shall submit to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Year. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c)BOT Company. (e) Notwithstanding the fixing of a time for a Scheduled Outage pursuant to paragraphs (a) and (b) Within ten (10) Days after Seller has provided to Purchaser above, the proposed schedule for Scheduled Maintenance Outages, Purchaser BOT Company may request that Seller re-schedule a rescheduling of any such Scheduled Maintenance Outage and Seller shall effectuate such change in schedule consistent with Prudent Industry Practices. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such requested changes would result in additional costs to Seller, Seller shall notify Purchaser of such additional costs. Upon receipt of such notification from Seller, if Purchaser desires Seller to proceed with such changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant to Section 5.2(a). upon ninety (c) As a result of changing Facility conditions during operation, Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (3090) Days prior written notice to PurchaserEVN. If any Scheduled Maintenance Outage is scheduled EVN shall respond to occur during the Restricted Months pursuant to any such amended schedule, the Parties request within ten (10) Business Days and shall meet and in good faith work to minimize or delay not unreasonably withhold its permission for such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted Monthrescheduling. (f) All scheduling and rescheduling pursuant to paragraphs (a), (b), (c), (d) Seller shalland (e) above shall be done without adverse distinction by EVN between the Facility and all other plants providing electric capacity and/or energy to the Grid System. (g) When the need arises for a Maintenance Outage, at all timesthe BOT Company shall advise EVN of such need, use Commercially Reasonable Efforts and of the commencement and estimated duration of such work, and EVN shall allow the BOT Company to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount schedule such Maintenance Outage within a period of time that is reasonable under the circumstances, but in any event not to exceed the time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.by the Operating Procedures,

Scheduled Maintenance. (a) At least sixty (60) Days days prior to to: (i) the anticipated Commercial Operation Date, and (ii) at least sixty (60) Days prior to the beginning of each subsequent Contract Year, Seller shall submit to Purchaser a proposed schedule for Scheduled Maintenance Outages for the next following Contract Yearupcoming period. Seller shall not schedule any Scheduled Maintenance Outage during the Restricted Months except pursuant to Section 5.2(c). (b) Within ten (10) Days after Seller has provided to Purchaser the proposed schedule for Scheduled Maintenance Outages, Purchaser may request that Seller re-schedule any such Scheduled Schedule Maintenance Outage and Seller shall exercise Commercially Reasonable Efforts to effectuate such the requested change in schedule consistent with Prudent Industry Practicesschedule. If, pursuant to Prudent Industry Practices and then current equipment manufacturers’ recommendations, such If the requested changes would result in additional costs to Sellerseller, Seller shall notify Purchaser of such additional costs. Upon receipt of such the foregoing notification from Seller, if Purchaser desires wishes for Seller to proceed with such the proposed changed schedule, Purchaser shall so notify Seller and shall reimburse Seller for such Seller’s reasonable additional costs as were described in Seller’s notice to Purchaser; otherwise Seller shall proceed in accordance with the proposed schedule set forth in Seller’s notice pursuant hereunder. Seller shall use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under this Section 5.2(a). In addition to the foregoing, Seller acknowledges that Purchaser will rely on the Scheduled Maintenance Outages for purposes of planning Purchaser’s Gas requirements. Thus, provided that Seller complies with the notice provisions set forth in this Section 5.2(a), Seller shall not be obligated to provide Replacement Gas or to pay Replacement Gas costs during any period of Scheduled Maintenance Outage. If the period of any Scheduled Maintenance Outage extends beyond the period described in Seller’s notice to Purchaser describing the nature and duration of the Scheduled Maintenance Outage, then such additional period shall be considered an Unscheduled Maintenance Outage and Seller shall thereafter be obligated to provide Gas consistent with any prior Firm obligation and Purchaser’s rights to receive Gas during an Unscheduled Maintenance Outage. The obligation to pay Replacement Gas Costs shall not apply to Scheduled Maintenance Outages otherwise during the first six (6) Months after the Commercial Operation Date. (cb) As a result of changing Facility conditions during operation, the Seller may amend the Scheduled Maintenance Outage schedule at any time by providing at least thirty (30) 30 Days prior written notice to Purchaser. If an amended schedule for a Scheduled Maintenance Outage is received by the Purchaser, the Purchaser may then request re-scheduling as per Section 5.2 (a). (c) The years in which a major maintenance event shall occur with respect to the Facility shall be determined by the Seller. Notwithstanding the foregoing or any provision herein, Seller shall use Commercially Reasonably Efforts to complete any Scheduled Maintenance Outage is scheduled to occur during in a timely manner and place the Restricted Months pursuant to any such amended schedule, the Parties shall meet and in good faith work to minimize or delay such Scheduled Maintenance Outage so that, to the extent consistent with Prudent Industry Practices, it will not occur during a Restricted MonthFacility back into full operation as soon as possible. (d) Seller shall, at all times, use Commercially Reasonable Efforts to minimize any costs reimbursable by Purchaser under Section 5.2(b) and to minimize the total annual amount of time required for both Scheduled Maintenance Outages and any unscheduled maintenance (including but not limited to Unscheduled Maintenance Outages) that may be required.