Common use of Scheduled Outages Clause in Contracts

Scheduled Outages. (a) Commencing at least sixty (60) days before Initial Synchronization and throughout the Delivery Term, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, submit to SCE, using the Web Client, Seller’s schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month period. (b) Seller shall provide the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a1) Commencing No later than five (5) Business Days prior to the dates required by the ISO for delivery of schedules for planned outages (which such ISO required delivery dates are currently January 15th, April 15th, July 15th and October 15th of each calendar year during the Facility Term), and at least sixty (60) days before prior to the later of: (A) Initial Synchronization and throughout the Delivery TermSynchronization, or (B) SCE becoming Seller’s Scheduling Coordinator, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, shall submit to SCE, using the Web Client, Seller’s SCE its schedule of proposed planned outages (“Outage Schedule”) for the subsequent twentytwenty four-four month period using the Web Client. If Seller fails to submit an Outage Schedule for any period as required under this Section 3.19, then Seller shall not be permitted to schedule or have any planned outages with respect to such period. The foregoing shall not prevent Seller from modifying its Outage Schedule in cooperation with SCE and the ISO. SCE shall provide Notice to Seller in the event that the ISO changes the ISO required delivery dates for schedules for planned outages. In addition, no later than thirty (30) days prior to October 15 of each year, Seller shall submit to SCE its estimate of its planned outages for the following year. (b2) Seller shall provide the following information for each proposed planned outage: (iA) Start date and time; (iiB) End date and time; and (iiiC) Capacity expected to be online, in MW, during the planned outage. (c3) Within thirty twenty (3020) days Business Days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical PracticesPractices and as permitted by the ISO, accommodate SCE’s requests regarding the timing of any planned outage. (d4) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISOISO. (e5) If In the event a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff soon as practicable after the condition causing the change becomes known to Seller. (f6) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing at least sixty (60) days before Initial Synchronization and throughout the Delivery Term, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, submit to SCE, using the Web Client, Seller’s schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month period. (b) Seller shall provide the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. (c) Within thirty twenty (3020) days Business Days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 6.3.1 At least ninety (a90) Commencing at Days prior to the Scheduled Commercial Operations Date, JPS shall submit to the Company its Annual Projected Capacity Factor for the following Year, assuming one hundred percent (100%) availability of the Facility. Thereafter, by [Date to be agreed] of each Year, JPS shall submit to the Company its Annual Projected Capacity Factor for the following Year. At least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date the Company shall submit to JPS its desired schedule of Scheduled Outage periods for the following Year. Thereafter, Seller shall, no later than January 1, April 1, July 1 and October 1 by [Date to be agreed] of each yearYear, the Company shall submit to SCE, using the Web Client, Seller’s JPS its desired schedule of proposed planned outages (“Scheduled Outage Schedule”) periods for the following Year, such schedules to incorporate the corresponding Annual Projected Capacity Factor provided by JPS and details of the Unit outage start and end dates and times. The Parties agree that the failure of the Company to receive the Annual Projected Capacity Factor from JPS more than (i) ninety (90) Days prior to the Scheduled Commercial Operations Date (in respect of the Year in which the Commercial Operations Date occurs) and (ii) [Date to be agreed] of each Year occurring after the Commercial Operations Date (in respect of such Year), shall not prohibit the Company from delivering the Schedule Outage periods to JPS in accordance with this Clause 6.3.1. 6.3.2 At least fourteen (14) Days prior to the Scheduled Commercial Operations Date and at least two (2) Months prior to the commencement of each subsequent twentyYear, JPS shall provide the Company with any proposed modifications to the schedule of Scheduled Outage periods. Any such proposed modifications shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications., and shall not exceed the duration of the initial requested period. The Company shall notify JPS in writing within thirty (30) Days of receiving any proposed modifications to the schedule of Scheduled Outage periods of whether it accepts or rejects such proposed modifications, providing reasons for the rejection. In the event that the Company rejects the proposed modifications, the Company and JPS shall within the subsequent thirty (30) Day period use their best efforts to devise mutually agreeable Scheduled Outage periods for the upcoming Year. If JPS does not respond at least two (2) Months prior to the commencement of each subsequent Year then it will be deemed to have accepted the proposed schedule of Scheduled Outage periods as prepared by the Company. The Company shall use reasonable efforts to reschedule such Scheduled Outages as requested by JPS so long as they do not present a material risk to the operation of the Facility. 6.3.3 During each Year commencing with the Year in which the Commercial Operations Date occurs, the Company may not schedule more than a total of [Hours to be agreed] Unit Hours of Scheduled Outages for the Facility; provided that in the event that the Commercial Operations Date does not occur at the beginning of a Year this quantity of Unit Hours of Scheduled Outages shall be pro-four month periodrated evenly over that Year. Notwithstanding the foregoing within the [No. of years for major maintenance as per OEM] Year after the Commercial Operations Date and each [No. of years for major maintenance as per OEM] Year thereafter, the Company shall be permitted to schedule a total of [Input Number of Unit Hours of Scheduled Outages] Unit Hours of Scheduled Outages for the Facility; provided that the Company makes such requests in accordance with Clause 6.3.1, in the Year prior to the Year in which the Scheduled Outages periods will be scheduled. In the event that the twentieth anniversary date of the Commercial Operations Date does not occur at the end of a Year the applicable quantity of Unit Hours of Scheduled Outages for the Year in which the twentieth anniversary date of the Commercial Operations Date occurs shall be pro- rated evenly over that Year. (a) [For a multi-unit generator Facility, the Company may schedule no more than one (1) Scheduled Outage for each Unit in each Peak Month; provided that there shall be no more than [No. of Units to be Agreed Based on Configuration] Unit scheduled for a Scheduled Outage at any one time. Each such Scheduled Outage may continue for a maximum of [no. of hours to be agreed] consecutive hours. JPS may designate new Peak Months by giving notice to the Company at least three (3) Months prior to the date by which the Company must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 6.3.1; provided that, if JPS designates five (5) Months or more each Year as Peak Months, the Company shall be permitted to schedule Scheduled Outages for [Portion of Total Facility to be agreed] Units, such Scheduled Outages to be taken together or separately, at any given time during Months other than Peak Months, so long as (i) Scheduled Outages are in accordance with Clause 6.3.3, and (ii) the combined capacity of such Unit(s) does not exceed [Portion of Total Facility to be agreed] MW. JPS shall not designate more than two (2) consecutive Months as Peak Months without the prior written consent of the Company. Except as provided herein, under no circumstances shall the Company be permitted to schedule Scheduled Outages for more than one (1) Unit at any given time without obtaining the prior written consent of JPS.] (b) Seller [Notwithstanding Clause 6.3.4(a), upon any [No. of Units to be agreed] Unit reaching a Major Maintenance, JPS with due consideration of the maintenance cycle of such Unit, may consent, such consent not to be unreasonably withheld, to Scheduled Outages for [No. of Units to be agreed] Units, such Scheduled Outages to be taken together or separately, so long as (i) such Scheduled Outages are in accordance with Clause 6.3.3, (ii) the combined capacity of such Units does not exceed [Portion of Total Facility to be agreed] MW, (iii) the Company provides JPS with written notification within two (2) Business Days upon the Unit reaching within [No. of Hours to be Agreed] Unit Running Hours of Major Maintenance, and (iv) the Scheduled Outages occur between the Unit achieving more than [Input Range Of Major Maintenance Unit Running Hours] Unit Running Hours. JPS shall provide the following information Company with five (5) Days notification prior to the actual date of the Scheduled Outages. Except as provided herein, under no circumstances shall the Company schedule Scheduled Outages for each proposed planned outage:more than [Portion of Total Facility to be agreed] MW at any given time.] 6.3.5 JPS may, upon three (i3) Start date and time; (ii) End date and timeDays’ prior written notice, require the Company to reschedule a Scheduled Outage; and (iii) Capacity online, provided that JPS shall not request that such Scheduled Outage be rescheduled in MW, during manner or time inconsistent with the planned outageMinimum Functional Specifications. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE 6.3.6 JPS shall notify Seller in writing of use its reasonable efforts to coordinate its maintenance program with the approved Scheduled Outages so as to minimize any reasonable request for changes disruption to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate operation of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerFacility. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 9.5.1 At least forty five (a) Commencing at least sixty (60) days before Initial Synchronization and throughout 45)Days prior to the Delivery TermScheduled Commercial Operations Date, the Seller shallshall submit to the Purchaser its desired schedule of Scheduled Outage periods for the remainder of the first Operating Year. 9.5.2 For each subsequent Operating Year, the Seller shall submit to the Purchaser its desired schedule of Scheduled Outage periods for the following Operating Year no later than January 1, April 1, July 1 and October 1 [] Days prior to the beginning of each year, submit to SCE, using such OperatingYear[DATE]. 9.5.3 The Purchaser shall notify the Web Client, Seller’s Seller within fourteen (14)Days following the receipt of the schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month Scheduled Outage periods in writing whether the requested Scheduled Outage periods are acceptable. 9.5.4 If the Purchaser cannot accept any of the requested Scheduled Outage periods, the Purchaser shall advise the Seller of a period when the Purchaser determines such unacceptable Scheduled Outage period can be rescheduled. Such rescheduled period shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications, and shall be of equal duration as the requested period. (b) 9.5.5 The Seller shall provide conduct Scheduled Outages only during periods agreed to in writing by the following information Purchaser as aforesaid. 9.5.6 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages during the Peak Months specified in Schedule 1 -. The Purchaser may designate new Peak Months by giving notice to the Seller at least three (3) Months prior to the next Day by which the Seller must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 9.5.1; provided, however, that the Purchaser may not designate more than three (3)Months each calendar Year as Peak Months; and provided further, that the Purchaser may not designate more than three (3)consecutive Months as Peak Months without the prior consent of the Seller.] 9.5.7 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages for each proposed planned outage: (i) Start date and time; (ii) End date and more than one Unit at any given time; and provided, however, that the Seller may schedule a Scheduled Outage for the entire Plant at one time for up to twelve (iii12) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes hours per Operating Year subject to the Outage Schedule, Minimum Functional Specifications and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing prior approval of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules the Operating Committee. Commencing with the CAISOCommercial Operations Date, the Seller may not schedule more than a total of []Plant Hours of Scheduled Outages during any Operating Year.] 9.5.8 The Purchaser may, upon seven (e) If a condition occurs at 7)Days prior written notice, require the Generating Facility which causes Seller to revise its planned outagesreschedule a Scheduled Outage; provided, Seller however, that the Purchaser shall promptly provide Notice to SCE, using not request that such Scheduled Outage be rescheduled in a manner or time outside the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerMinimum Functional Specifications. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 6.3.1 At least ten (a10) Commencing Days prior to the Scheduled Commercial Operations Date, GPL shall submit to the Company its Annual Projected Capacity Factor for the following Year, assuming one hundred percent (100%) availability of the Facility. Thereafter, by [Date to be agreed] of each Year, GPL shall submit to the Company its Annual Projected Capacity Factor for the following Year. At least seven (7) Days prior to the Scheduled Commercial Operations Date the Company shall submit to GPL its desired schedule of Scheduled Outage periods for the following Year. Thereafter, by [Date to be agreed] of each Year, the Company shall submit to GPL its desired schedule of Scheduled Outage periods for the following Year, such schedules to incorporate the corresponding Annual Projected Capacity Factor provided by GPL and details of the Unit outage start and end dates and times. The Parties agree that the failure of the Company to receive the Annual Projected Capacity Factor from GPL more than (i) ten (10) Days prior to the Scheduled Commercial Operations Date (in respect of the Year in which the Commercial Operations Date occurs) and (ii) [Date to be agreed] of each Year occurring after the Commercial Operations Date (in respect of such Year), shall not prohibit the Company from delivering the Schedule Outage periods to GPL in accordance with this Clause 6.3.1. 6.3.2 At least five (5) Days prior to the Scheduled Commercial Operations Date and at least sixty two (602) days before Initial Synchronization and throughout Months prior to the Delivery Term, Seller shall, no later than January 1, April 1, July 1 and October 1 commencement of each yearsubsequent Year, submit to SCE, using the Web Client, Seller’s schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month period. (b) Seller GPL shall provide the following information for each Company with any proposed planned outage: (i) Start date modifications to the schedule of Scheduled Outage periods. Any such proposed modifications shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications., and time; (ii) End date and time; and (iii) Capacity online, shall not exceed the duration of the initial requested period. The Company shall notify GPL in MW, during the planned outage. (c) Within writing within thirty (30) days after SCE’s receipt Days of an Outage Schedule, SCE shall notify Seller in writing of receiving any reasonable request for changes proposed modifications to the schedule of Scheduled Outage Scheduleperiods of whether it accepts or rejects such proposed modifications, providing reasons for the rejection. In the event that the Company rejects the proposed modifications, the Company and Seller shallGPL shall within the subsequent thirty (30) Day period use their best efforts to devise mutually agreeable Scheduled Outage periods for the upcoming Year. If GPL does not respond at least two (2) weeks prior to the commencement of each subsequent Year, consistent then it will be deemed to have accepted the proposed schedule of Scheduled Outage periods as prepared by the Company. The Company shall use reasonable efforts to reschedule such Scheduled Outages as requested by GPL so long as they do not present a material risk to the operation of the Facility. 6.3.3 During each Year, commencing with Prudent Electrical Practicesthe Year in which the Commercial Operations Date occurs, accommodate SCE’s the Company may not schedule more than a total of [Hours to be agreed] Unit Hours of Scheduled Outages for the Facility; provided that in the event that the Commercial Operations Date does not occur at the beginning of a Year this quantity of Unit Hours of Scheduled Outages shall be pro-rated evenly over that Year. Notwithstanding the foregoing, within the [No. of years for major maintenance as per OEM] Year after the Commercial Operations Date and each [No. of years for major maintenance as per OEM] Year thereafter, the Company shall be permitted to schedule a total of [Input Number of Unit Hours of Scheduled Outages] Unit Hours of Scheduled Outages for the Facility; provided that the Company makes such requests regarding in accordance with Clause 6.3.1, in the timing Year prior to the Year in which the Scheduled Outages periods will be scheduled. In the event that the third anniversary date of any planned outagethe Commercial Operations Date does not occur at the end of a Year the applicable quantity of Unit Hours of Scheduled Outages for the Year in which the third anniversary date of the Commercial Operations Date occurs shall be pro-rated evenly over that Year. (da) Seller For a multi-unit generator Facility, the Company may schedule no more than one (1) Scheduled Outage for each Unit in each Peak Month; provided that there shall cooperate with SCE be no more than one Unit scheduled for a Scheduled Outage at any one time. Each such Scheduled Outage may continue for a maximum of [no. of hours to arrange and coordinate all Outage Schedules with be agreed] consecutive hours. GPL may designate new Peak Months by giving notice to the CAISO. (e) If a condition occurs Company at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.least three

Scheduled Outages. (a) Commencing at least sixty (60) days before Initial Synchronization the Commercial Operation Date and throughout the Delivery Term, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, submit to SCE, using the Web Client, Seller’s schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month period. (b) Seller shall provide the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing No later than October 1 of each Contract Year during the Delivery Period, and at least sixty (60) days before prior to the anticipated Initial Synchronization and throughout the Delivery TermDate, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, shall submit to SCE, using the Web Client, Buyer Seller’s schedule of proposed planned outages Scheduled Outages (“Outage Schedule”) for the subsequent twenty-four month period. following calendar year in a form reasonably agreed to by Buyer. Within twenty (b20) Seller shall provide the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days Business Days after SCE’s its receipt of an Outage Schedule, SCE Buyer shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical PracticesIndustry Standards, accommodate SCEBuyer’s requests regarding the timing of any planned Scheduled Outage. Seller may propose changes to any previously scheduled outage 15 days prior to such scheduled outage. . Buyer shall review each such change and shall advise Seller within three (d3) days of Buyer’s receipt thereof, in Buyer’s sole discretion but consistent with Industry Standards and Accepted Electrical Practices, whether such change is acceptable or Buyer may propose alternate dates for the requested scheduled maintenance. Seller shall cooperate with SCE Buyer to arrange and coordinate all Outage Schedules Scheduled Outages with the CAISO. (e) If . Seller will communicate to Buyer all changes to a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, Scheduled Outage and estimated time of such change (including an estimate return of the length of such planned outage) Project as required in the CAISO Tariff soon as practicable after the condition causing the change becomes known to Seller. (f) . If reasonably required in accordance with Accepted Electrical Practices, Seller may perform maintenance at a different time than, maintenance scheduled pursuant to Section 17.1.1. Seller shall promptly prepare and provide Notice to SCE upon request, using Buyer within the Web Client, all reports of actual or forecasted outages that SCE may reasonably require time period determined by the CAISO for the purpose Project, as a “Resource Adequacy Resource” that is subject to the Availability Standards, to qualify for an “Approved Maintenance Outage” under the Tariff (or such shorter period as may be reasonably acceptable to Buyer based on the likelihood of enabling SCE dispatch by Buyer), and Seller shall limit maintenance repairs performed pursuant to comply with this Section 761.3 17.1.2 to periods when Buyer does not reasonably believe the Project will be dispatched. No Scheduled Outages During Summer Months. Except as scheduled by the Parties under Section 17.1.2, no outages shall be scheduled or planned from each June 1 through October 31 during each year of the California Public Utilities Code or any Applicable Law mandating Delivery Period. In the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract event that the Seller has a previously Scheduled Outage that becomes coincident with a CAISO-declared system emergency, Seller shall make all reasonable efforts to supply electric energyreschedule such Scheduled Outage.

Scheduled Outages. 6.3.1 At least ninety (a90) Commencing at Days prior to the Scheduled Commercial Operations Date, JPS shall submit to the Company its Annual Projected Capacity Factor for the following Year, assuming one hundred percent (100%) availability of the Facility. Thereafter, by [Date to be agreed] of each Year, JPS shall submit to the Company its Annual Projected Capacity Factor for the following Year. At least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date the Company shall submit to JPS its desired schedule of Scheduled Outage periods for the following Year. Thereafter, Seller shall, no later than January 1, April 1, July 1 and October 1 by [Date to be agreed] of each yearYear, the Company shall submit to SCE, using the Web Client, Seller’s JPS its desired schedule of proposed planned outages (“Scheduled Outage Schedule”) periods for the following Year, such schedules to incorporate the corresponding Annual Projected Capacity Factor provided by JPS and details of the Unit outage start and end dates and times. The Parties agree that the failure of the Company to receive the Annual Projected Capacity Factor from JPS more than (i) ninety (90) Days prior to the Scheduled Commercial Operations Date (in respect of the Year in which the Commercial Operations Date occurs) and (ii) [Date to be agreed] of each Year occurring after the Commercial Operations Date (in respect of such Year), shall not prohibit the Company from delivering the Schedule Outage periods to JPS in accordance with this Clause 6.3.1. 6.3.2 At least fourteen (14) Days prior to the Scheduled Commercial Operations Date and at least two (2) Months prior to the commencement of each subsequent twentyYear, JPS shall provide the Company with any proposed modifications to the schedule of Scheduled Outage periods. Any such proposed modifications shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications., and shall be of equal duration as the requested period. The Company shall notify JPS in writing within thirty (30) Days of receiving any proposed modifications to the schedule of Scheduled Outage periods of whether it accepts or rejects such proposed modifications, providing reasons for the rejection. In the event that the Company rejects the proposed modifications, the Company and JPS shall within the subsequent thirty (30) Day period use their best efforts to devise mutually agreeable Scheduled Outage periods for the upcoming Year. If JPS does not respond at least two (2) Months prior to the commencement of each subsequent Year then it will be deemed to have accepted the proposed schedule of Scheduled Outage periods as prepared by the Company. The Company shall use reasonable efforts to reschedule such Scheduled Outages as requested by JPS so long as they do not present a material risk to the operation of the Facility. 6.3.3 During each Year commencing with the Year in which the Commercial Operations Date occurs, the Company may not schedule more than a total of [Hours to be agreed] Unit Hours of Scheduled Outages for the Facility; provided that in the event that the Commercial Operations Date does not occur at the beginning of a Year this quantity of Unit Hours of Scheduled Outages shall be pro-four month periodrated evenly over that Year. Notwithstanding the foregoing within the [No. of years for major maintenance as per OEM] Year after the Commercial Operations Date and each [No. of years for major maintenance as per OEM] Year thereafter, the Company shall be permitted to schedule a total of [Input Number Of Unit Hours Of Scheduled Outages] Unit Hours of Scheduled Outages for the Facility; provided that the Company makes such requests in accordance with Clause 6.3.1, in the Year prior to the Year in which the Scheduled Outages periods will be scheduled. In the event that the twentieth anniversary date of the Commercial Operations Date does not occur at the end of a Year the applicable quantity of Unit Hours of Scheduled Outages for the Year in which the twentieth anniversary date of the Commercial Operations Date occurs shall be pro-rated evenly over that Year. (a) For a multi-unit generator Facility, the Company may schedule no more than one (1) Scheduled Outage for each Unit in each Peak Month; provided that there shall be no more than [No. of Units to be Agreed Based on Configuration] Unit scheduled for a Scheduled Outage at any one time. Each such Scheduled Outage may continue for a maximum of [no. of hours to be agreed] consecutive hours. JPS may designate new Peak Months by giving notice to the Company at least three (3) Months prior to the date by which the Company must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 6.3.1; provided that, if JPS designates five (5) Months or more each Year as Peak Months, the Company shall be permitted to schedule Scheduled Outages for [Portion of Total Facility to be agreed] Units, such Scheduled Outages to be taken together or separately, at any given time during Months other than Peak Months, so long as (i) Scheduled Outages are in accordance with Clause 6.3.3, and (ii) the combined capacity of such Unit(s) does not exceed [Portion of Total Facility to be agreed] MW. JPS shall not designate more than two (2) consecutive Months as Peak Months without the prior written consent of the Company. Except as provided herein, under no circumstances shall the Company be permitted to schedule Scheduled Outages for more than one (1) Unit at any given time without obtaining the prior written consent of JPS. (b) Seller Notwithstanding Clause 6.3.4(a), upon any [No. of Units to be agreed] Unit reaching a Major Maintenance, JPS with due consideration of the maintenance cycle of such Unit, may consent, such consent not to be unreasonably withheld, to Scheduled Outages for [No. of Units to be agreed] Units, such Scheduled Outages to be taken together or separately, so long as (i) such Scheduled Outages are in accordance with Clause 6.3.3, (ii) the combined capacity of such Units does not exceed [Portion of Total Facility to be agreed] MW, (iii) the Company provides JPS with written notification within two (2) Business Days upon the Unit reaching within [No. of Hours to be Agreed] Unit Running Hours of Major Maintenance, and (iv) the Scheduled Outages occur between the Unit achieving more than [Input Range Of Major Maintenance Unit Running Hours] Unit Running Hours. JPS shall provide the following information Company with five (5) Days notification prior to the actual date of the Scheduled Outages. Except as provided herein, under no circumstances shall the Company schedule Scheduled Outages for each proposed planned outage: (i) Start date and more than [Portion of Total Facility to be agreed] MW at any given time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. 6.3.5 JPS may, upon three (c3) Within thirty (30) days after SCE’s receipt of an Days’ prior written notice, require the Company to reschedule a Scheduled Outage; provided that JPS shall not request that such Scheduled Outage Schedule, SCE be rescheduled in manner or time inconsistent with the Minimum Functional Specifications. 6.3.6 JPS shall notify Seller in writing of use its reasonable efforts to coordinate its maintenance program with the approved Scheduled Outages so as to minimize any reasonable request for changes disruption to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate operation of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerFacility. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 9.5.1 At least forty five (a45) Commencing at least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date, the Seller shallshall submit to the Purchaser its desired schedule of Scheduled Outage periods for the remainder of the first Operating Year. 9.5.2 For each subsequent Operating Year, the Seller shall submit to the Purchaser its desired schedule of Scheduled Outage periods for the following Operating Year no later than January 1, April 1, July 1 and October 1 [◆] Days prior to the beginning of each year, submit to SCE, using such OperatingYear [DATE]. 9.5.3 The Purchaser shall notify the Web Client, Seller’s Seller within fourteen (14) Days following the receipt of the schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month Scheduled Outage periods in writing whether the requested Scheduled Outage periods are acceptable. 9.5.4 If the Purchaser cannot accept any of the requested Scheduled Outage periods, the Purchaser shall advise the Seller of a period when the Purchaser determines such unacceptable Scheduled Outage period can be rescheduled. Such rescheduled period shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications, and shall be of equal duration as the requested period. (b) 9.5.5 The Seller shall provide conduct Scheduled Outages only during periods agreed to in writing by the following information Purchaser as aforesaid. 9.5.6 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages during the Peak Months specified in Schedule 1 -. The Purchaser may designate new Peak Months by giving notice to the Seller at least three (3) Months prior to the next Operating Year by which the Seller must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 9.5.4; provided, however, that the Purchaser may not designate more than three (3) Months each calendar Year as Peak Months; and provided further, that the Purchaser may not designate more than three (3) consecutive Months as Peak Months without the prior consent of the Seller.] 9.5.7 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages for each proposed planned outage: (i) Start date and time; (ii) End date and more than one Unit at any given time; and provided, however, that the Seller may schedule a Scheduled Outage for the entire Plant at one time for up to twelve (iii12) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes hours per Operating Year subject to the Outage Schedule, Minimum Functional Specifications and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing prior approval of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules the Operating Committee. Commencing with the CAISOCommercial Operations Date, the Seller may not schedule more than a total of [◆] Plant Hours of Scheduled Outages during any Operating Year.] 9.5.8 The Purchaser may, upon seven (e7) If a condition occurs at Days prior written notice, require the Generating Facility which causes Seller to revise its planned outagesreschedule a Scheduled Outage; provided, Seller however, that the Purchaser shall promptly provide Notice to SCE, using not request that such Scheduled Outage be rescheduled in a manner or time outside the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerMinimum Functional Specifications. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing at least sixty (60) days before Initial Synchronization and throughout the Delivery Term, Seller shall, no No later than five (5) Business Days prior to the date required by the CAISO for delivery of schedules for planned outages (which such CAISO required delivery dates are currently January 1, April 1, July 1 and October 1 of each yearcalendar year during the Term), and at least sixty (60) days prior to Initial Synchronization, Seller shall submit to SCE, using the Web Client, Seller’s SCE its schedule of proposed planned outages (“Outage Schedule”) for the subsequent twentytwenty four-four month periodperiod using the Web Client. (b) Seller shall provide the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity expected to be online, in MW, during the planned outage. (c) Within thirty twenty (3020) days Business Days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If In the event a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including including, an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 9.5.1 At least forty five (a45) Commencing at least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date, the Seller shallshall submit to the Purchaser its desired schedule of Scheduled Outage periods for the remainder of the first Operating Year. 9.5.2 For each subsequent Operating Year, the Seller shall submit to the Purchaser its desired schedule of Scheduled Outage periods for the following Operating Year no later than January 1, April 1, July 1 and October 1 [] Days prior to the beginning of each year, submit to SCE, using such OperatingYear [DATE]. 9.5.3 The Purchaser shall notify the Web Client, Seller’s Seller within fourteen (14) Days following the receipt of the schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month Scheduled Outage periods in writing whether the requested Scheduled Outage periods are acceptable. 9.5.4 If the Purchaser cannot accept any of the requested Scheduled Outage periods, the Purchaser shall advise the Seller of a period when the Purchaser determines such unacceptable Scheduled Outage period can be rescheduled. Such rescheduled period shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications, and shall be of equal duration as the requested period. (b) 9.5.5 The Seller shall provide conduct Scheduled Outages only during periods agreed to in writing by the following information Purchaser as aforesaid. 9.5.6 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages during the Peak Months specified in Schedule 1 -. The Purchaser may designate new Peak Months by giving notice to the Seller at least three (3) Months prior to the next Operating Year by which the Seller must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 9.5.4; provided, however, that the Purchaser may not designate more than three (3) Months each calendar Year as Peak Months; and provided further, that the Purchaser may not designate more than three (3) consecutive Months as Peak Months without the prior consent of the Seller.] 9.5.7 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages for each proposed planned outage: (i) Start date and time; (ii) End date and more than one Unit at any given time; and provided, however, that the Seller may schedule a Scheduled Outage for the entire Plant at one time for up to twelve (iii12) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes hours per Operating Year subject to the Outage Schedule, Minimum Functional Specifications and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing prior approval of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules the Operating Committee. Commencing with the CAISOCommercial Operations Date, the Seller may not schedule more than a total of [] Plant Hours of Scheduled Outages during any Operating Year.] 9.5.8 The Purchaser may, upon seven (e7) If a condition occurs at Days prior written notice, require the Generating Facility which causes Seller to revise its planned outagesreschedule a Scheduled Outage; provided, Seller however, that the Purchaser shall promptly provide Notice to SCE, using not request that such Scheduled Outage be rescheduled in a manner or time outside the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerMinimum Functional Specifications. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 6.3.1 At least ninety (a90) Commencing at Days prior to the Scheduled Commercial Operations Date, JPS shall submit to the Company its Annual Projected Capacity Factor for the following Year, assuming one hundred percent (100%) availability of the Facility. Thereafter, by [Date to be agreed] of each Year, JPS shall submit to the Company its Annual Projected Capacity Factor for the following Year. At least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date the Company shall submit to JPS its desired schedule of Scheduled Outage periods for the following Year. Thereafter, Seller shall, no later than January 1, April 1, July 1 and October 1 by [Date to be agreed] of each yearYear, the Company shall submit to SCE, using the Web Client, Seller’s JPS its desired schedule of proposed planned outages (“Scheduled Outage Schedule”) periods for the subsequent twenty-four month periodfollowing Year, such schedules to incorporate the corresponding Annual Projected Capacity Factor provided by JPS and details of the Unit outage start and end dates and times. The Parties agree that the failure of the Company to receive the Annual Projected Capacity Factor from JPS more than (i) ninety (90) Days prior to the Scheduled Commercial Operations Date (in respect of the Year in which the Commercial Operations Date occurs) and (ii) [Date to be agreed] of each Year occurring after the Commercial Operations Date (in respect of such Year), shall not prohibit the Company from delivering the Schedule Outage periods to JPS in accordance with this Clause 6.3.1. 6.3.2 At least fourteen (b14) Seller Days prior to the Scheduled Commercial Operations Date and at least two (2) Months prior to the commencement of each subsequent Year, JPS shall provide the following information for each Company with any proposed planned outage: (i) Start date modifications to the schedule of Scheduled Outage periods. Any such proposed modifications shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications., and time; (ii) End date and time; and (iii) Capacity online, shall not exceed the duration of the initial requested period. The Company shall notify JPS in MW, during the planned outage. (c) Within writing within thirty (30) days after SCE’s receipt Days of an Outage Schedule, SCE shall notify Seller in writing of receiving any reasonable request for changes proposed modifications to the schedule of Scheduled Outage Scheduleperiods of whether it accepts or rejects such proposed modifications, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require providing reasons for the purpose of enabling SCE to comply with Section 761.3 of rejection. In the California Public Utilities Code or any Applicable Law mandating event that the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.Company rejects the proposed modifications, the Company and JPS shall within the subsequent thirty

Scheduled Outages. 9.5.1 At least forty five (a45) Commencing at least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date, the Seller shallshall submit to the Purchaser its desired schedule of Scheduled Outage periods for the remainder of the first Operating Year. 9.5.2 For each subsequent Operating Year, the Seller shall submit to the Purchaser its desired schedule of Scheduled Outage periods for the following Operating Year no later than January 1, April 1, July 1 and October 1 [◆] Days prior to the beginning of each year, submit to SCE, using such OperatingYear [DATE]. 9.5.3 The Purchaser shall notify the Web Client, Seller’s Seller within fourteen (14) Days following the receipt of the schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month Scheduled Outage periods in writing whether the requested Scheduled Outage periods are acceptable. 9.5.4 If the Purchaser cannot accept any of the requested Scheduled Outage periods, the Purchaser shall advise the Seller of a period when the Purchaser determines such unacceptable Scheduled Outage period can be rescheduled. Such rescheduled period shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications, and shall be of equal duration as the requested period. (b) 9.5.5 The Seller shall provide conduct Scheduled Outages only during periods agreed to in writing by the following information Purchaser as aforesaid. 9.5.6 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages during the Peak Months specified in Schedule 1 -. The Purchaser may designate new Peak Months by giving notice to the Seller at least three (3) Months prior to the next Day by which the Seller must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 9.5.1; provided, however, that the Purchaser may not designate more than three (3) Months each calendar Year as Peak Months; and provided further, that the Purchaser may not designate more than three (3) consecutive Months as Peak Months without the prior consent of the Seller.] 9.5.7 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages for each proposed planned outage: (i) Start date and time; (ii) End date and more than one Unit at any given time; and provided, however, that the Seller may schedule a Scheduled Outage for the entire Plant at one time for up to twelve (iii12) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes hours per Operating Year subject to the Outage Schedule, Minimum Functional Specifications and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing prior approval of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules the Operating Committee. Commencing with the CAISOCommercial Operations Date, the Seller may not schedule more than a total of [◆] Plant Hours of Scheduled Outages during any Operating Year.] 9.5.8 The Purchaser may, upon seven (e7) If a condition occurs at Days prior written notice, require the Generating Facility which causes Seller to revise its planned outagesreschedule a Scheduled Outage; provided, Seller however, that the Purchaser shall promptly provide Notice to SCE, using not request that such Scheduled Outage be rescheduled in a manner or time outside the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerMinimum Functional Specifications. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing at least sixty Scheduled Outages will be scheduled and permitted as follows: *** CONFIDENTIAL TREATMENT REQUESTED *** (60i) Within ten Days following the Effective Date, on or before September 15, 2001 and thereafter prior to September 15 of each subsequent Contract Year, Independence will provide to Purchaser a non-binding forecast schedule of Scheduled Outages of the Facility for each Month. Such non-binding forecast schedule will cover the period of time occurring (A) in the case of the notice delivered within ten days after the Effective Date, from the Effective Date through December 31, 2001, (B) in the case of the notice delivered on or before Initial Synchronization and throughout the Delivery TermSeptember 15, Seller shall2001, no later than from January 1, April 12002 through December 31, July 1 2002, and October 1 (C) in the case of each yearsubsequent notice, the following Contract Year. Within 30 Days of receipt of the forecast schedule, Purchaser may provide Independence with comments on the forecast. Independence will make commercially reasonable efforts to accommodate Purchaser's comments. No later than thirty Days following the receipt of Purchaser's comments, Independence will submit to SCE, using the Web Client, Seller’s Purchaser its schedule of proposed planned outages (“Outage Schedule”) for Scheduled Outages for the subsequent twenty-four month period, which schedule will include the number of generation turbines to be included in each Scheduled Outage. In no event, without Purchaser's consent, will such schedule provide for a Scheduled Outage during the months of June, July, August, September, December, January or February. (ii) Either Party may request a change in the schedule for a Scheduled Outage by delivering a notice to the other Party at least 60 Days prior to the start of such Scheduled Outage. The Parties will use commercially reasonable efforts to accommodate such requests, provided that Independence will in no event be required to accept such request if the implementation of the requested schedule change could, in Independence's reasonable judgment, invalidate or impair Independence's equipment warranties or insurance policies or the success of any claims to be made thereunder, increase the cost to Independence of performing maintenance or affect the quality of such maintenance, cause Independence's actions or performance hereunder to deviate from Good Electrical Practices or prevent Independence from meeting its obligations under this Agreement. (b) Seller Notwithstanding any other provision of this Section 9.01, Independence may schedule or reschedule a Scheduled Outage at any time if required, in Independence's reasonable judgment, by Good Electrical Practices or pursuant to NYISO Requirements. Independence shall provide Purchaser with as much notice of such Scheduled Outages as practicable under the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity onlinecircumstances. If Independence desires to schedule or reschedule a Scheduled Outage during June, in MWJuly, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage ScheduleAugust, SCE shall notify Seller in writing of any reasonable request for changes to the Outage ScheduleSeptember, and Seller shallDecember, consistent January or February, Independence will, if practicable, discuss with Prudent Electrical Practices, accommodate SCE’s requests regarding Purchaser the timing of such a Scheduled Outage and will consider any planned outagereasonable requests by Purchaser to modify the timing for such a Scheduled Outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) If a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. 9.5.1 At least forty five (a) Commencing at least sixty (60) days before Initial Synchronization and throughout 45)Days prior to the Delivery TermScheduled Commercial Operations Date, the Seller shallshall submit to the Purchaser its desired schedule of Scheduled Outage periods for the remainder of the first Operating Year. 9.5.2 For each subsequent Operating Year, the Seller shall submit to the Purchaser its desired schedule of Scheduled Outage periods for the following Operating Year no later than January 1, April 1, July 1 and October 1 [] Days prior to the beginning of each year, submit to SCE, using such OperatingYear[DATE]. 9.5.3 The Purchaser shall notify the Web Client, Seller’s Seller within fourteen (14) Days following the receipt of the schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month Scheduled Outage periods in writing whether the requested Scheduled Outage periods are acceptable. 9.5.4 If the Purchaser cannot accept any of the requested Scheduled Outage periods, the Purchaser shall advise the Seller of a period when the Purchaser determines such unacceptable Scheduled Outage period can be rescheduled. Such rescheduled period shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications, and shall be of equal duration as the requested period. (b) 9.5.5 The Seller shall provide conduct Scheduled Outages only during periods agreed to in writing by the following information Purchaser as aforesaid. 9.5.6 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages during the Peak Months specified in Schedule 1 -. The Purchaser may designate new Peak Months by giving notice to the Seller at least three (3)Months prior to the next Day by which the Seller must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 9.5.1; provided, however, that the Purchaser may not designate more than three (3)Months each calendar Year as Peak Months; and provided further, that the Purchaser may not designate more than three (3)consecutive Months as Peak Months without the prior consent of the Seller.] 9.5.7 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages for each proposed planned outage: (i) Start date and time; (ii) End date and more than one Unit at any given time; and provided, however, that the Seller may schedule a Scheduled Outage for the entire Plant at one time for up to twelve (iii) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes 12)hours per Operating Year subject to the Outage Schedule, Minimum Functional Specifications and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing prior approval of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules the Operating Committee. Commencing with the CAISOCommercial Operations Date, the Seller may not schedule more than a total of []Plant Hours of Scheduled Outages during any Operating Year.] 9.5.8 The Purchaser may, upon seven (e) If a condition occurs at 7)Days prior written notice, require the Generating Facility which causes Seller to revise its planned outagesreschedule a Scheduled Outage; provided, Seller however, that the Purchaser shall promptly provide Notice to SCE, using not request that such Scheduled Outage be rescheduled in a manner or time outside the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerMinimum Functional Specifications. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing No later than January 15th, April 15th, July 15th and October 15th of each year during the Term, and at least sixty (60) days before prior to the Initial Synchronization and throughout the Delivery TermOperation Date, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, shall submit to SCE, using the Web Client, Seller’s SCE its schedule of proposed planned outages (“Outage Schedule”) for the subsequent twentytwenty four-four month periodperiod using an SCE-provided web-based system (“Web Client”). (b) Seller shall provide the following information for each proposed planned outage: (i) Start date and time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. (c) Within thirty twenty (3020) days Business Days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage; provided that Seller shall not be required to change its Outage Schedule if the change in Outage Schedule requested by SCE is to occur within six (6) months of SCE’s Notice and Seller will incur material incremental costs or reduced revenues as a result. Seller shall notify SCE within ten (10) Business Days of receiving SCE’s Notice requesting a change in Outage Schedule if Seller believes that it is not required to make the change requested by SCE as provided above. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with In the CAISO. (e) If event a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including including, an estimate of the length of such planned outage) as required in the CAISO Tariff promptly after the condition causing the change becomes known to Seller. (fe) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy. (f) Seller shall comply with the Scheduling requirements and procedures set forth in Section 3.03 and otherwise in this Agreement at its sole expense.

Scheduled Outages. 9.5.1 At least forty five (a45) Commencing at least sixty (60) days before Initial Synchronization and throughout Days prior to the Delivery TermScheduled Commercial Operations Date, the Seller shallshall submit to the Purchaser its desired schedule of Scheduled Outage periods for the remainder of the first Operating Year. 9.5.2 For each subsequent Operating Year, the Seller shall submit to the Purchaser its desired schedule of Scheduled Outage periods for the following Operating Year no later than January 1, April 1, July 1 and October 1 the [] Days prior to the beginning of each year, submit to SCE, using such Operating Year [DATE]. 9.5.3 The Purchaser shall notify the Web Client, Seller’s Seller within fourteen (14) Days following the receipt of the schedule of proposed planned outages (“Outage Schedule”) for the subsequent twenty-four month Scheduled Outage periods in writing whether the requested Scheduled Outage periods are acceptable. 9.5.4 If the Purchaser cannot accept any of the requested Scheduled Outage periods, the Purchaser shall advise the Seller of a period when the Purchaser determines such unacceptable Scheduled Outage period can be rescheduled. Such rescheduled period shall be as close as reasonably practicable to the requested period, shall comply with the Minimum Functional Specifications, and shall be of equal duration as the requested period. (b) 9.5.5 The Seller shall provide conduct Scheduled Outages only during periods agreed to in writing by the following information Purchaser as aforesaid. 9.5.6 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages during the Peak Months specified in Schedule 1 -. The Purchaser may designate new Peak Months by giving notice to the Seller at least three (3)Months prior to the next Day by which the Seller must submit its proposed schedule of Scheduled Outage periods pursuant to Clause 9.5.1; provided, however, that the Purchaser may not designate more than three (3) Months each calendar Year as Peak Months; and provided further, that the Purchaser may not designate more than three (3) consecutive Months as Peak Months without the prior consent of the Seller.] 9.5.7 [Under no circumstances shall the Seller be permitted to schedule Scheduled Outages for each proposed planned outage: (i) Start date and time; (ii) End date and more than one Unit at any given time; and provided, however, that the Seller may schedule a Scheduled Outage for the entire Plant at one time for up to twelve (iii12) Capacity online, in MW, during the planned outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes hours per Operating Year subject to the Outage Schedule, Minimum Functional Specifications and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing prior approval of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules the Operating Committee. Commencing with the CAISOCommercial Operations Date, the Seller may not schedule more than a total of [] Plant Hours of Scheduled Outages during any Operating Year.] 9.5.8 The Purchaser may, upon seven (e7) If a condition occurs at Days prior written notice, require the Generating Facility which causes Seller to revise its planned outagesreschedule a Scheduled Outage; provided, Seller however, that the Purchaser shall promptly provide Notice to SCE, using not request that such Scheduled Outage be rescheduled in a manner or time outside the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to SellerMinimum Functional Specifications. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing at least sixty Sixty (60) days before prior to the Expected Initial Synchronization Delivery Date, and throughout the Delivery TermPeriod, Seller shall, shall no later than January 1, April 1, July 1 and October 1 of each year, year submit to SCE, using the Web Client, Sellereach Storage Unit’s proposed schedule of proposed planned scheduled outages (“Outage Schedule”) ), for the subsequent following twenty-four month period. (b) . If the Web Client is not available or the obligation to submit such schedule occurs during an RA Period, Seller shall submit the Outage Schedule in substantially the form set forth in Exhibit M. Seller shall provide the following information for each proposed planned scheduled outage: (i) : Description of the work to be performed during the scheduled outage; Start date and time; (ii) ; End date and time; and (iii) and Capacity online, in MW, during the planned scheduled outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, . SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, if consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned scheduled outage. ; provided that the CAISO agrees to such changed timing. If SCE’s request to change the timing of any scheduled outage would result in Seller incurring incremental costs, or reduction in Monthly Capacity Payments, in excess of what would have been incurred without the scheduled outage timing change requested by SCE, within five (d5) Business Days after receipt of SCE’s request Seller shall provide reasonable documentation to SCE of the costs and/or revenue impact that would be incurred by Seller and SCE may either: agree to reimburse (subject to audit by SCE) Seller for such costs and revenue impact, or withdraw its request for such change in scheduled outage timing. Seller must provide Notice to SCE at least sixty (60) days prior to the start of any scheduled outage. Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) CAISO in compliance with the CAISO Tariff. If a condition occurs at the Generating Facility which causes Seller to revise its planned scheduled outages, Seller shall promptly provide Notice to SCE, using the Web ClientClient (with a second Notice to SCE’s Outage Desk if the scheduled outage is more than three months in the future), of such change (including an estimate of the length of such planned scheduled outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) . Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code Code, the CAISO Tariff, or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing at least sixty (60) days ‌ 4.4.1 Seller shall submit to Buyer, before Initial Synchronization and throughout the Delivery Term, Seller shall, no later than January 1, April 1, July 1 and October 1 of each yearcalendar year commencing in the calendar year in which the Commercial Operation Date occurs, submit to SCE, using the Web Client, Seller’s a schedule of proposed planned Facility outages during which maintenance will be performed for the next following calendar year (“Outage ScheduleScheduled Outages”); provided, however, that: (i) for Seller shall only conduct Scheduled Outages of the subsequent twenty-four month period. Facility during either (a) times that do not occur during a Daylight Period, or (b) Seller shall provide a Daylight Period occurring in the following information for each proposed planned outage: (i) Start date Months of November or December; and time; (ii) End date and time; and there shall be no more than twenty (iii20) Capacity online, in MW, Scheduled Outage Hours during the planned outage. (c) Within total aggregate Daylight Periods of any given period of November 1 through December 31. Buyer shall have thirty (30) days after SCE’s receipt Days to review the proposed schedule of an Outage ScheduleScheduled Outages and may approve or reject such schedule in whole or in part, SCE shall notify Seller in writing of any reasonable request and may suggest alternative dates for changes Scheduled Outages. Scheduled Outages are subject to the Outage Scheduleprior approval of Buyer, which approval shall not be unreasonably conditioned, withheld or delayed. Seller shall resubmit revised schedules for Scheduled Outages to Buyer within thirty (30) Days after Buyer’s disapproval of a previous schedule, and Buyer and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding agree to use commercially reasonable efforts to promptly develop schedules for Scheduled Outages that are mutually acceptable to the timing of any planned outageParties. (d) 4.4.2 Seller shall cooperate with SCE not be required to arrange and coordinate all deliver energy from the Facility under this Agreement during any Hour(s) to the extent that the Facility is unavailable due to a Scheduled Outage Schedules with that has received the CAISO. (e) If prior written approval of Buyer pursuant to Section 4.4.1; provided, however, that in no event shall energy that would have been produced by the Facility but was not produced due to a condition occurs at Scheduled Outage or due to the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate unavailability of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known Facility to Seller. (f) Seller shall promptly prepare and provide produce energy due to SCE upon request, using the Web Client, all reports of actual maintenance or forecasted outages that SCE may reasonably require for have or have not received the purpose prior written approval of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities Buyer constitute Curtailed Energy under contract to supply electric energythis Agreement.

Scheduled Outages. (a) Commencing at least sixty Sixty (60) days before prior to the Expected Initial Synchronization Delivery Date, and throughout the Delivery TermPeriod, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, submit to SCE, using the Web Client, Sellereach Storage Unit’s proposed schedule of proposed planned scheduled outages (“Outage Schedule”) ), for the subsequent following twenty-four month period. (b) . If the Web Client is not available, Seller shall submit the Outage Schedule in substantially the form set forth in Exhibit F. Seller shall provide the following information for each proposed planned scheduled outage: (i) : Description of the work to be performed during the scheduled outage; Start date and time; (ii) ; End date and time; and (iii) and Capacity online, in MW, during the planned scheduled outage. (c) Within thirty (30) days after SCE’s receipt of an Outage Schedule, . SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, if consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned scheduled outage. ; provided that the CAISO agrees to such changed timing. If SCE’s request to change the timing of any scheduled outage would result in Seller incurring incremental costs, or reduction in Monthly Capacity Payments, in excess of what would have been incurred without the scheduled outage timing change requested by SCE, within five (d5) Business Days after receipt of SCE’s request Seller shall provide reasonable documentation to SCE of the costs and/or revenue impact that would be incurred by Seller and SCE may either: agree to reimburse (subject to audit by SCE) Seller for such costs and revenue impact, or withdraw its request for such change in scheduled outage timing. Seller must provide Notice to SCE at least sixty (60) days prior to the start of any scheduled outage. Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISO. (e) CAISO in compliance with the CAISO Tariff. If a condition occurs at the Generating Facility which causes Seller to revise its planned scheduled outages, Seller shall promptly provide Notice to SCE, using the Web ClientClient (with a second Notice to SCE’s Outage Desk if the scheduled outage is more than three months in the future), of such change (including an estimate of the length of such planned scheduled outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (f) . Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code Code, the CAISO Tariff, or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.

Scheduled Outages. (a) Commencing Using an SCE-approved web-based system (“Web Client”), no later than five (5) Business Days prior to the date required by the BPA for submitting the Generating Facility’s planned maintenance schedules, and at least sixty (60) days before prior to Initial Synchronization and throughout the Delivery TermSynchronization, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, shall submit to SCE, using the Web Client, Seller’s SCE its schedule of proposed planned outages (“Outage Schedule”) of proposed planned maintenance outages of (i) 10% or more of the Nameplate Contract Capacity of the Generating Facility (“Maintenance Outage”) for the subsequent a minimum of a rolling twenty-four (24) month period and (ii) all outage information submitted by Seller directly to the BPA as required by the BPA. If Seller fails to submit an Outage Schedule for any period as required under this Section 3.14, then Seller shall not be permitted to schedule or have any planned Maintenance Outages with respect to such period. (b) Seller shall provide the following information for each proposed planned outageOutage Schedule: (i) Start date and time; (ii) End date and time; and (iii) Capacity expected to be online, in MW, during the planned outage. (c) Within thirty twenty (3020) days Business Days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical Practices, accommodate SCE’s requests regarding the timing of any planned outage. (d) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules with the CAISOBPA. (e) If In the event a condition occurs at the Generating Facility which causes Seller to revise its planned outages, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff soon as practicable after the condition causing the change becomes known to Seller. (f) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy, if applicable.

Scheduled Outages. (a) Commencing No later than January 1st, April 1st, July 1st and October 1st of each year during the Delivery Term, and at least sixty (60) days before Initial Synchronization and throughout prior to the first day of the Delivery Term, Seller shall, no later than January 1, April 1, July 1 and October 1 of each year, shall submit to SCE, using the Web Client, Seller’s SCE its schedule of proposed planned outages (“Outage Schedule”) for the subsequent twentytwelve-four month period. period for each Generating Facility using an SCE-provided web-based system (b) “Web Client”). Seller shall provide the following information for each proposed planned outageoutage for each Generating Facility: (i) Start date and time; (ii) End date and time; and (iii) Capacity online, in MW, during the planned outage. (cb) Within thirty twenty (3020) days Business Days after SCE’s receipt of an Outage Schedule, SCE shall notify Seller in writing of any reasonable request for changes to the Outage Schedule, and Seller shall, consistent with Prudent Electrical PracticesPractices and Seller's Water Distribution Obligation, accommodate SCE’s requests regarding the timing of any planned outage. (dc) Seller shall cooperate with SCE to arrange and coordinate all Outage Schedules Schedules, consistent with the CAISOPrudent Electrical Practices and Seller's Water Distribution Obligation. (ed) If In the event a condition occurs at the a Generating Facility which that causes Seller to revise its planned outagesoutages reported on an Outage Schedule, Seller shall promptly provide Notice to SCE, using the Web Client, of such change (including an estimate of the length of such planned outage) as required in the CAISO Tariff after the condition causing the change becomes known to Seller. (fe) Seller shall promptly prepare and provide to SCE upon request, using the Web Client, all reports of actual or forecasted outages that SCE may reasonably require for the purpose of enabling SCE to comply with Section 761.3 of the California Public Utilities Code or any Applicable Law mandating the reporting by investor owned utilities of expected or experienced outages by electric energy generating facilities under contract to supply electric energy.