Common use of Scheduling and Delivery Clause in Contracts

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable, including all charges, penalties, financial assurance obligations, losses, ancillary service charges, and other ISO-NE, other Independent System Operator, as applicable, or applicable system costs, charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered in the Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or, as reasonably agreed from time or another ISO-NE energy market to time by Buyerthe extent that such other market provides Buyer with additional value for the Energy being purchased hereunder, in the Real-Time Energy Market, and each case consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, . Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Real-Time Energy Market (or, as reasonably agreed to from time to time by Buyer and Seller in accordance with this Section 4.2(a), the Day-Ahead Energy Market or Realother ISO-Time Energy Market NE energy market) or for which Buyer is not credited in the ISO-NE ISO Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). In the event Seller does not have actual metered generation by the Internal Bilateral Transaction initial settlement deadlines, Seller shall Schedule and Deliver Energy through Internal Bilateral Transactions executed through the ISO- NE Data Reconciliation Process. Under no circumstances shall Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision of this Agreement, : (i) if during the Services Term, Term the LMP in the Real-Time Energy Market or the Day-Ahead Energy Market, as applicable, at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer occurred, and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to Deliver Products at the Delivery Point during such negative LMP period. ; and (ii) without limiting Buyer’s rights under Sections 9.2 and 9.3, Seller shall provide promptly notify Buyer with detailed informationof any Eligibility Failure (which shall in any event be not later than twenty-four (24) hours after Seller obtains actual knowledge of such Eligibility Failure), including and upon receipt of such notice, Buyer may elect in its sole discretion (1) to continue to accept Delivery of and pay for Buyer’s Percentage Entitlement to any Products generated while that Eligibility Failure is continuing, (2) not to accept Delivery of or pay for the Products generated while that Eligibility Failure is continuing, or (3) to continue to accept Delivery of Buyer’s Percentage Entitlement to the Energy, but not limited tothe associated RECs, generated while that Eligibility Failure is continuing, in which case Buyer will pay the start Energy only price specified in Exhibit D for such Energy, and stop times of such periods of curtailment under this Section 4.2(aSeller will (x) as well as pay Buyer the quantity curtailed, Replacement Price for all RECs not Delivered to Buyer due to such periods of non-delivery during the preceding calendar monthEligibility Failure or (y) if agreed by Buyer and Seller, which information shall be provided prior deliver Replacement RECs for all RECs not Delivered to Seller’s delivery of the invoice Buyer due to Buyersuch Eligibility Failure. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1Term, Seller shall Schedule Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and Deliver Guaranteed Qualified Clean Energy in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practicesRules, as applicable. Seller shall transfer the Qualified Clean Energy to Buyer in the Day Ahead Energy Market or Qualified Shortfall EnergyReal Time Energy Market, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed requested from time to time by Buyer and Seller, consistent with prevailing electric industry practices at the NEMASSBOST Hubtime, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean a manner that Buyer may resell such Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Day Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-or Real Time Energy Market, as applicable, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission or distribution system). Notwithstanding any other provision of this Agreement, if during In the Services Term, event that the LMP Locational Marginal Price (“LMP”) for the Energy at the ISO-NE node closest to the Delivery Point is negativeless than $0.00 per MWh in any hour, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule credit or transfer Deliveries of Qualified Clean reimburse Buyer (at Buyer’s discretion) the difference between $0 and such negative LMP per MWh for that Energy to the Delivery Point during for each such periodhour. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) . Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities liabilities, including all charges, penalties and financial assurance obligations, imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable, including all charges, penalties, financial assurance obligations, losses, ancillary service charges, and other ISO-NE, other Independent System Operator, as applicable, or applicable system costs, charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the sameFacility.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, and Market consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule Schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery curtailment during the preceding calendar month, which information shall will be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy to be Delivered hereunder by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean transfer deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, all ISO-NE Practices Agreement and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall transfer the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered Buyer in the Day-Real Time Energy Market or the Day Ahead Energy Market orMarket, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, . Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred Delivered to Buyer in accordance with the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system)foregoing. Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy transmission up to and at the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. ‌ (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean transfer deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, all ISO-NE Practices Agreement and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall transfer the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered Buyer in the Day-Real Time Energy Market or the Day Ahead Energy Market orMarket, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, . Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred Delivered to Buyer in accordance with the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system)foregoing. Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy transmission up to and at the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy in the quantities provided in Exhibit B in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Day Ahead Energy and Market or Real Time Energy Market, as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) . The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) . Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e3.2(a) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean transfer Deliveries of Energy hereunder with ISO-NE and NYISO within the defined Operational Limitations of the Facility and in accordance with this AgreementAgreement and all rules and regulations of each Transmission Provider, and all NYISO rules and regulations and ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practicesRules, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energyuse commercially reasonable efforts, as applicableacting in good faith, to maximize the Metered Output of the Facility and Schedule such Metered Output in each hour that would not exceed the limits for Scheduled Energy in Section 4.1, subject to curtailment by Seller as permitted pursuant to this Agreement. Seller shall transfer Scheduled Energy to Buyer through Internal Bilateral transactions executed through ISO-NE (i) in the Day Ahead Energy Market if the Scheduled Energy is offered by Seller and settled at the Delivery Point or, in the case of Qualified Shortfall Day Ahead Energy Market and as reasonably agreed from time to time (ii) in the Real Time Energy Market if the Scheduled Energy is offered by Buyer Seller and Seller, settled in the NEMASSBOST HubReal Time Energy Market, in each case, case in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall determine the hourly delivery portion of the Scheduled Qualified Clean Energy or Qualified Shortfall Energy that is offered and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered settled in the Day-Day Ahead Energy Market or, as reasonably agreed from time to time by Buyer, and the portion of the Scheduled Energy that is offered and settled in the Real-Real Time Energy Market, and consistent with prevailing ISO-NE Rules and ISO-NE Practices at the time; provided, and, unless due however that: (x) Seller must offer Scheduled Energy to Buyer in the Day Ahead Energy Market to the failure extent required in order to satisfy its obligations under Section 7.4; and (y) if a change in the NYISO Rules or ISO-NE Rules makes transfers in the Day Ahead Energy Market and/or the Real Time Energy Market impracticable for either Party, as reasonably determined by Buyer, then Seller will alter the portions of Buyer the Scheduled Energy being offered and settled in each of the Day Ahead Energy Market and the Real Time Energy Market to confirm the extent required to make transfers of Scheduled Energy consistent with those revised NYISO Rules or ISO-NE Rules. In any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadlineevent, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in accordance with the Day-Ahead Energy Market or Real-Time Energy Market foregoing or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). If Buyer notifies Seller that the manner of the transfers of Scheduled Energy in the Day Ahead Energy Market and/or the Real Time Energy Market that are being undertaken by Seller at the time is having an adverse effect (financial or otherwise) on Buyer (a “Transfer Change Notice”), Buyer and Seller will negotiate in good faith to alter the manner in which those transfers are occurring. Buyer will use commercially reasonable efforts to coordinate any Transfer Change Notice under this Agreement with the purchasers of Energy and RECs under the Other Agreements. Any alterations to the portions of Scheduled Energy being offered and settled in, or the manner in which transfers of Scheduled Energy are being undertaken by Seller in respect of, the Day Ahead Energy Market and/or the Real Time Energy Market, in each case pursuant to this Section 4.2(a), shall be implemented in a reasonable timeframe determined by Seller. Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point in the Day Ahead Energy Market and/or the Real Time Energy Market, as applicable, is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer (via electronic mail) a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable NYISO and Transmission Provider rules and regulations and ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Scheduled Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance of Seller with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor similar designation) for the Hydro- Québec Power Resources Facility within ISO-NE and NYISO and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or NYISO or under the ISO-NE Rules and ISO-NE Practices or any NYISO Rules with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicableNYISO, or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up transmission to and at the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.14.1,4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy in the quantities provided in Exhibit B in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer in the Day Ahead Energy Market or Real Time Energy Market, through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and SellerSeller , the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Day -Ahead Energy Market or Real-Time Real -Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services TermTerm of this Agreement, the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a4.2(a)4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially commercially reasonable effortsCommercially Reasonable Efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 4.24.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.24.2,4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e3.2(a)3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- FacilityHydro-Québec Power Resources and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, or applicable system costscosts or, charges or revenues, in each case, associated with the transmissionthe Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a4.2(a)),4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered in the Day-Day Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Real Time Energy Market, and consistent with ISO-NE Rules and ISO-ISO- NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term Term, Buyer shall schedule deliveries of Energy hereunder within the defined operational limitations of the Project and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy in accordance with this Agreement, the Interconnection Agreement and all ISOapplicable CAISO and WECC rules, including the requirements below: (a) Buyer shall schedule or market Energy from the Project output at its sole discretion during the Term. Such scheduling by Buyer shall be in the real-NE Practices time market, based on the five (5) minute interval data from the Project’s metering system. (b) Buyer shall arrange and ISO-NE Rules be responsible for transmission service at and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at from the Delivery Point orand shall schedule or arrange for scheduling services with the Interconnecting Utility. Costs, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time expenses, penalties or other charges assessed by Buyer and SellerCAISO, WECC, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean Energy Interconnecting Utility or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation other Person in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will the scheduling, offering or bidding and delivery of the Project shall be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by sole responsibility of Buyer, in including for the Real-Time Energy Market, and consistent avoidance of doubt any amounts associated with ISO-NE Rules and ISO-NE Practices at negative pricing of the time, and, unless due Project’s output which are incurred. (c) Notwithstanding anything to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadlinecontrary herein, Buyer shall have no obligation right to pay curtail deliveries of Energy from the Project for any Qualified Clean reason. To the extent there is any curtailment of Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (includingany reason, without limitation, including as a result of an outage on any electric transmission system). Notwithstanding any other provision Xxxxx’s scheduling of this Agreementthe Project, if during Buyer’s failure to schedule the Services TermProject or Buyer’s failure to dispatch the Project when it is available, the LMP Parties agree that such curtailed Energy shall first be dispatched to the Solar Charging Point for charging the Energy Storage System, with Seller to receive payment for such Energy at the Delivery Contract Price, and second, to the extent that such curtailed Energy is not dispatched to the Solar Charging Point is negative, or, in for charging the reasonable opinion of Seller, is likely to become negativeEnergy Storage System, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean compensated for any such curtailed Energy to at the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, Contract Price plus the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of nonGrossed-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to BuyerUp PTC. (b) The Parties agree to use Commercially Reasonable Efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (cd) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) Buyer shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources and shall be solely responsible for any obligations and liabilities associated with the scheduling of the Project imposed by ISO-NECAISO, other Independent System Operators, as applicable, WECC and the Interconnecting Utility or under the ISO-NE Rules and ISO-NE Practices CAISO or WECC rules with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableProject, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NECAISO, other Independent System OperatorWECC and applicable system costs or charges associated with distribution and transmission required for delivery of the Energy at the Delivery Point or the Solar Charging Point, as applicable, as well as the foregoing after the Delivery Point or applicable system coststhe Solar Charging Point, charges or revenuesas applicable; provided that Seller shall remain responsible for complying with NERC, in each case, CAISO and WECC rules associated with its ownership and operation of the Delivery of Qualified Clean Energy Project up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered (x) in the Day-Ahead Energy Market orif the Energy is offered by Seller and settled in the Day-Ahead Energy Market, as reasonably agreed from time to time (y) in the Real-Time Energy Market if the Energy is offered by Buyer, Seller and settled in the Real-Time Energy Market, and/or (z) as reasonably agreed to from time to time by Buyer and Seller, in another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunder, in each case consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market and/or such other ISO-NE energy market as reasonably agreed to from time to time by Buyer and Seller or for which Buyer is not credited in the ISO-NE ISO Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). In the event Seller does not have actual metered generation by the Internal Bilateral Transaction initial settlement deadlines, Seller shall Schedule and Deliver Energy through Internal Bilateral Transactions executed through the ISO-NE Data Reconciliation Process. Under no circumstances shall Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision of this Agreement, : (i) if during the Services Term, Term the LMP in the Real-Time Energy Market or the Day-Ahead Energy Market, as applicable, at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer occurred, and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to Deliver Products at the Delivery Point during such negative LMP period. ; and (ii) without limiting Buyer’s rights under Sections 9.2 and 9.3, Seller shall provide promptly notify Buyer with detailed informationof any Eligibility Failure (which shall in any event be not later than twenty-four (24) hours after Seller obtains actual knowledge of such Eligibility Failure), including and upon receipt of such notice, Buyer may elect in its sole discretion (1) to continue to accept Delivery of and pay for Buyer’s Percentage Entitlement to any Products generated while that Eligibility Failure is continuing, (2) not to accept Delivery of or pay for the Products generated while that Eligibility Failure is continuing, or (3) to continue to accept Delivery of Buyer’s Percentage Entitlement to the Energy, but not limited tothe associated RECs, generated while that Eligibility Failure is continuing, in which case Buyer will pay the start Adjusted Price specified in Exhibit D for such Energy, and stop times of such periods of curtailment under this Section 4.2(aSeller will (x) as well as pay Buyer the quantity curtailed, Replacement Price for all RECs not Delivered to Buyer due to such periods of non-delivery during the preceding calendar monthEligibility Failure or (y) if agreed by Xxxxx and Seller, which information shall be provided prior deliver Replacement RECs for all RECs not Delivered to Seller’s delivery of the invoice Buyer due to Buyersuch Eligibility Failure. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through by registering Buyer as one of the Asset Owners on the ISO-NE and settled at Generation Asset Registration Form, with Buyer’s percentage ownership on such form being equal to the Delivery Point orBuyer’s Percentage Entitlement, in the case of Qualified Shortfall Energy and as reasonably agreed from time adjusted pursuant to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into dailySection 3.3(c), with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market and/or such other ISO-NE energy market as reasonably agreed to from time to time by Buyer and Seller or for which Buyer is not credited in the ISO-ISO- NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term the LMP in the Real Time Energy Market or the Day Ahead Energy Market, as applicable, at the applicable Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule Schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the applicable Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery curtailment during the preceding calendar month, which information shall will be provided prior to Seller’s delivery of the invoice to Buyer. (b) In the event that the Energy and associated RECs transferred to Buyer for any hour exceeds the Contract Maximum Amount for that hour, Buyer shall retain such Energy and RECs and shall pay Seller for such Energy and RECs in excess of the Contract Maximum Amount for such hour in an amount equal to the lesser of (a) of the LMP at the applicable Delivery Point for such hour and (b) the Price. (c) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (cd) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up transmission and delivery to the a Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1Term, Seller shall Schedule Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and Deliver Guaranteed Qualified Clean Energy in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practicesRules, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Day Ahead Energy and Market or Real Time Energy Market, as reasonably agreed from time to time by Buyer and Seller, Seller and consistent with prevailing electric industry practices at the NEMASSBOST Hubtime, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean a manner that Buyer may resell such Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Day Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-or Real Time Energy Market, as applicable, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding The Parties contemplate that initial Deliveries of Energy shall be effected through transfers in the Real Time Energy Market, and Seller will register the Facility as a generation asset with ISO-NE and will denote Buyer as the asset owner for Buyer’s Percentage Entitlement of the output of the Facility within this ISO-NE Settlement Market System (subject to change as reasonably agreed from time to time by Buyer and Seller). In the event that the Locational Marginal Price (“LMP”) for the Energy at the Delivery Point is less than $0.00 per MWh in any other provision Dispatch Period, Seller shall credit or reimburse Buyer (at Buyer’s discretion), on the appropriate monthly invoice, an amount equal to the product of this Agreement(i) such Energy delivered in such Dispatch Period, if and (ii) the difference between $0.00 and such (negative) LMP for such Dispatch Period. Seller shall be under no obligation to, and shall incur no liability for damages arising out of any failure to, schedule or Deliver Products to the Delivery Point during the Services Term, any Dispatch Period in which the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities liabilities, including all charges, penalties and financial assurance obligations, imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable, including all charges, penalties, financial assurance obligations, losses, ancillary service charges, and other ISO-NE, other Independent System Operator, as applicable, or applicable system costs, charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the sameFacility.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy in the quantities provided in Exhibit B in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Day Ahead Energy and Market or Real Time Energy Market, as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e3.2(a) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the actual metered hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered (i) in the Day-Ahead Energy Market or, as reasonably agreed from time to time if the Energy is offered by Buyer, Seller and settled in the Day-Ahead Energy Market and (ii) in the Real-Time Energy Market if the Energy is offered by Seller and settled in the Real-Time Energy Market, and/or (iii) as reasonably agreed to from time to time by Buyer and Seller, in another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunder, in each case consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market and/or such other ISO-NE energy market as reasonably agreed to from time to time by Buyer and Seller or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). In the event Seller does not have actual metered generation by the Internal Bilateral Transaction initial settlement deadlines, Seller shall Schedule and Deliver Energy through Internal Bilateral Transactions executed through the ISO-NE Data Reconciliation Process. Under no circumstances shall the Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occuroccurred. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such negative LMP period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) . Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered (x) in the Day-Ahead Energy Market orif the Energy is offered by Seller and settled in the Day-Ahead Energy Market, as reasonably agreed from time to time (y) in the Real-Time Energy Market if the Energy is offered by Buyer, Seller and settled in the Real-Time Energy Market, and/or (z) as reasonably agreed to from time to time by Buyer and Seller, in another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunder, in each case consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market and/or such other ISO-NE energy market as reasonably agreed to from time to time by Xxxxx and Seller or for which Buyer is not credited in the ISO-NE ISO Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). In the event Seller does not have actual metered generation by the Internal Bilateral Transaction initial settlement deadlines, Seller shall Schedule and Deliver Energy through Internal Bilateral Transactions executed through the ISO-NE Data Reconciliation Process. Under no circumstances shall Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision of this Agreement, : (i) if during the Services Term, Term the LMP in the Real-Time Energy Market or the Day-Ahead Energy Market, as applicable, at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer occurred, and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to Deliver Products at the Delivery Point during such negative LMP period. ; and (ii) without limiting Buyer’s rights under Sections 9.2 and 9.3, Seller shall provide promptly notify Buyer with detailed informationof any Eligibility Failure (which shall in any event be not later than twenty-four (24) hours after Seller obtains actual knowledge of such Eligibility Failure), including and upon receipt of such notice, Buyer may elect in its sole discretion (1) to continue to accept Delivery of and pay for Buyer’s Percentage Entitlement to any Products generated while that Eligibility Failure is continuing, (2) not to accept Delivery of or pay for the Products generated while that Eligibility Failure is continuing, or (3) to continue to accept Delivery of Buyer’s Percentage Entitlement to the Energy, but not limited tothe associated RECs, generated while that Eligibility Failure is continuing, in which case Buyer will pay the start Adjusted Price specified in Exhibit D for such Energy, and stop times of such periods of curtailment under this Section 4.2(aSeller will (x) as well as pay Buyer the quantity curtailed, Replacement Price for all RECs not Delivered to Buyer due to such periods of non-delivery during the preceding calendar monthEligibility Failure or (y) if agreed by Xxxxx and Seller, which information shall be provided prior deliver Replacement RECs for all RECs not Delivered to Seller’s delivery of the invoice Buyer due to Buyersuch Eligibility Failure. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, all ISO-NE Practices Agreement and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall transfer the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered Buyer in the Day-Ahead Energy Market oror Real-Time Energy Market, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, time and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e3.2(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by NERC, the Interconnecting Utility, ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, ISO- NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabledistribution and transmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same. (d) Settlement in the ISO-NE energy market system will occur when Energy is supplied into Buyer’s ISO-NE settlement account at the ISO-NE pricing node (“pnode”) for the Facility established in accordance with ISO-NE Rules. The “Delivery Point” is the ISO-NE Pool Transmission Facilities (“PTF”) in the vicinity of the referenced pnode. Seller shall be responsible for all charges, fees and losses required for Delivery of Energy from the Facility to the Delivery Point, including but not limited to (1) all non-PTF and/or distribution system losses,

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1Term, Seller shall Schedule Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and Deliver Guaranteed Qualified Clean Energy in accordance with this Agreement, all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practicesRules, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Day-Ahead Energy and Market or Real-Time Energy Market, as reasonably agreed from time to time by Buyer and Seller, Seller and consistent with prevailing electric industry practices at the NEMASSBOST Hubtime, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify the hourly delivery of Scheduled Qualified Clean a manner that Buyer may resell such Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered in the Day-Ahead Energy Market or, as reasonably agreed from time to time by Buyer, in the or Real-Time Energy MarketMarket at the Market Price, as applicable, and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during In the Services Term, event that the LMP Locational Marginal Price (“LMP”) for the Energy at the Delivery Point is negativeless than $0.00 per MWh in any hour, or, in the reasonable opinion payment to Seller for future deliveries of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller Energy shall be under no obligation to schedule or transfer Deliveries of Qualified Clean reduced by the difference between such negative LMP and $0.00 per MWh for that Energy to the Delivery Point during for each such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, which information shall be provided prior to Seller’s delivery of the invoice to Buyerhour. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission incurred. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described the amount of the credit set forth in Section 4.2(a)), Seller the same shall reimburse Buyer be netted against the subsequent invoice for the sameProducts.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicableRules. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will shall transferwill not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered in the Day-Energy to Buyer in the Day Ahead Energy Market oror Real -Time Energy Market, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Time Real -Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. then Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule scheduleSchedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery non deliverycurtailment during the preceding calendar month, which information shall shallwill be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy to be Delivered hereunder by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) ‌ During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE and shall Deliver Products all in accordance with this Agreement, all ISO-NE Practices Agreement and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall transfer the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered Buyer in the Day-Ahead Energy Market oror Real-Time Energy Market, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, time and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Deliver Energy to the Delivery Point during such period; provided, however, Buyer shall remain entitled to any Wholesale Market Services applicable to such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) . The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy and other Products hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) . Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by NERC, the Interconnecting Utility, ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, ISO- NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabledistribution and transmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), ) Seller shall reimburse Buyer for the same. Settlement in the ISO-NE energy market system will occur when Energy and Wholesale Market Services are supplied into Buyer’s ISO-NE Settlement account. For Energy, this settlement will occur at the ISO-NE pricing node (“pnode”) for the Facility established in accordance with ISO-NE Rules. The Delivery Point is the ISO-NE Pool Transmission Facilities (“PTF”) in the vicinity of the referenced pnode. Seller shall be responsible for all charges, fees and losses required for Delivery of Products including the Delivery of Energy from the Facility to the Delivery Point, including but not limited to (1) all non-PTF and/or distribution system losses, (2) all transmission and/or distribution interconnection charges associated with the Facility, and (3) the cost of Delivery of the Products to the Delivery Point, including all related administrative fees and non-PTF and/or distribution wheeling charges. In addition, Seller shall also be responsible to apply for and schedule all such services.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered (x) in the Day-Ahead Energy Market orif the Energy is offered by Seller and settled in the Day-Ahead Energy Market, as reasonably agreed from time to time (y) in the Real-Time Energy Market if the Energy is offered by Buyer, Seller and settled in the Real-Time Energy Market, and/or (z) as reasonably agreed to from time to time by Buyer and Seller, in another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunder, in each case consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market and/or such other ISO-NE energy market as reasonably agreed to from time to time by Buyer and Seller or for which Buyer is not credited in the ISO-NE ISO Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). In the event Seller does not have actual metered generation by the Internal Bilateral Transaction initial settlement deadlines, Seller shall Schedule and Deliver Energy through Internal Bilateral Transactions executed through the ISO-NE Data Reconciliation Process. Under no circumstances shall Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision of this Agreement, : (i) if during the Services Term, Term the LMP in the Real-Time Energy Market or the Day-Ahead Energy Market, as applicable, at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer occurred, and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to Deliver Products at the Delivery Point during such negative LMP period. ; and (ii) without limiting Buyer’s rights under Sections 9.2 and 9.3, Seller shall provide promptly notify Buyer with detailed informationof any Eligibility Failure (which shall in any event be not later than twenty-four (24) hours after Seller obtains actual knowledge of such Eligibility Failure), including and upon receipt of such notice, Buyer may elect in its sole discretion (1) to continue to accept Delivery of and pay for Buyer’s Percentage Entitlement to any Products generated while that Eligibility Failure is continuing, (2) not to accept Delivery of or pay for the Products generated while that Eligibility Failure is continuing, or (3) to continue to accept Delivery of Buyer’s Percentage Entitlement to the Energy, but not limited tothe associated RECs, generated while that Eligibility Failure is continuing, in which case Buyer will pay the start Adjusted Price specified in Exhibit D for such Energy, and stop times of such periods of curtailment under this Section 4.2(aSeller will (x) as well as pay Buyer the quantity curtailed, Replacement Price for all RECs not Delivered to Buyer due to such periods of non-delivery during the preceding calendar monthEligibility Failure or (y) if agreed by Buyer and Seller, which information shall be provided prior deliver Replacement RECs for all RECs not Delivered to Seller’s delivery of the invoice Buyer due to Buyersuch Eligibility Failure. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean transfer Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, all ISO-NE Practices Agreement and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall transfer the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered Buyer in the Day-Day Ahead Energy Market oror Real Time Energy Market, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices prevailing electric industry practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, time and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up transmission to and at the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicable. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same. Buyer shall be responsible for all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE or applicable system costs or charges associated with transmission beyond the Delivery Point; provided, however, that Buyer shall have no responsibility for Seller’s Network Upgrade costs.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean transfer Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement, all ISO-NE Practices Agreement and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each case, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions will specify Seller shall transfer the hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactions. Any such Internal Bilateral transactions will be entered Buyer in the Day-Day Ahead Energy Market oror Real Time Energy Market, as reasonably agreed from time to time by Buyer, in the Real-Time Energy Market, Buyer and Seller and consistent with ISO-NE Rules and ISO-NE Practices prevailing electric industry practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, time and Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Day-Day Ahead Energy Market or Real-Real Time Energy Market or for which Buyer is not credited in the ISO-NE Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). Notwithstanding any other provision of this Agreement, if during the Services Term, Term of this Agreement the LMP at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy Deliver Products to the Delivery Point during such period. Seller shall provide Buyer with detailed information, including but not limited to, the start and stop times of such periods of curtailment under this Section 4.2(a) as well as the quantity curtailed, for all such periods of non-delivery during the preceding calendar month, month which information shall be provided prior to Seller’s delivery of the invoice to Buyer. (b) . The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) . Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Guaranteed Qualified Clean Energy hereunder with ISO-NE in accordance with this Agreement, Agreement and all ISO-NE Practices and ISO-NE Rules and other Independent System Operator’s rules and practices, as applicable. Seller shall transfer the Qualified Clean Energy or Qualified Shortfall Energy, as applicable, to Buyer through Internal Bilateral transactions Transactions executed through ISO-NE and settled at the Delivery Point or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Buyer and Seller, the NEMASSBOST Hub, in each casePoint, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral transactions Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of Scheduled Qualified Clean Energy or Qualified Shortfall Energy and will be entered into daily, with any necessary adjustments being made pursuant to ISO-NE settlement protocols, and Seller will not receive any payment associated with a Marginal Loss Revenue Fund allocation in connection with any such Internal Bilateral transactionsTransactions. Any such Internal Bilateral transactions Transactions will be entered in the Real-Time Energy Market or, as reasonably agreed to from time to time by Xxxxx and Seller, in the Day-Ahead Energy Market or, as reasonably agreed from time or another ISO-NE energy market to time by Buyerthe extent that such other market provides Buyer with additional value for the Energy being purchased hereunder, in the Real-Time Energy Market, and each case consistent with ISO-NE Rules and ISO-NE Practices at the time, and, unless due to the failure of Buyer to confirm any Internal Bilateral transaction submitted by Seller by the applicable scheduling deadline, . Buyer shall have no obligation to pay for any Qualified Clean Energy not transferred to Buyer in the Real-Time Energy Market (or, as reasonably agreed to from time to time by Buyer and Seller in accordance with this Section 4.2(a), the Day-Ahead Energy Market or Realother ISO-Time Energy Market NE energy market) or for which Buyer is not credited in the ISO-NE ISO Settlement Market System (including, without limitation, as a result of an outage on any electric transmission system). In the event Seller does not have actual metered generation by the Internal Bilateral Transaction initial settlement deadlines, Seller shall Schedule and Deliver Energy through Internal Bilateral Transactions executed through the ISO- NE Data Reconciliation Process. Under no circumstances shall Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision of this Agreement, : (i) if during the Services Term, Term the LMP in the Real-Time Energy Market or the Day-Ahead Energy Market, as applicable, at the Delivery Point is negative, or, in the reasonable opinion of Seller, is likely to become negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred or is likely to occur and the period during which such condition has occurred or is likely to occur. Buyer occurred, and Seller hereby agree that in such event Seller shall be under no obligation to schedule or transfer Deliveries of Qualified Clean Energy to Deliver Products at the Delivery Point during such negative LMP period. ; and (ii) without limiting Buyer’s rights under Sections 9.2 and 9.3, Seller shall provide promptly notify Buyer with detailed informationof any Eligibility Failure (which shall in any event be not later than twenty-four (24) hours after Seller obtains actual knowledge of such Eligibility Failure), including and upon receipt of such notice, Buyer may elect in its sole discretion (1) to continue to accept Delivery of and pay for Buyer’s Percentage Entitlement to any Products generated while that Eligibility Failure is continuing, (2) not to accept Delivery of or pay for the Products generated while that Eligibility Failure is continuing, or (3) to continue to accept Delivery of Buyer’s Percentage Entitlement to the Energy, but not limited tothe associated RECs, generated while that Eligibility Failure is continuing, in which case Buyer will pay the start Energy only price specified in Exhibit D for such Energy, and stop times of such periods of curtailment under this Section 4.2(aSeller will (x) as well as pay Buyer the quantity curtailed, Replacement Price for all RECs not Delivered to Buyer due to such periods of non-delivery during the preceding calendar monthEligibility Failure or (y) if agreed by Xxxxx and Seller, which information shall be provided prior deliver Replacement RECs for all RECs not Delivered to Seller’s delivery of the invoice Buyer due to Buyersuch Eligibility Failure. (b) The Parties agree to use Commercially Reasonable Efforts commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the Scheduling and Delivery of Energy hereunder. Without limiting the generality of the foregoing, Seller shall submit an Internal Bilateral transaction Transaction for the Scheduled Qualified Clean Energy, or Qualified Shortfall Energy, as the case may be, Energy being Delivered by the applicable scheduling deadline and Buyer shall confirm the Internal Bilateral transaction Transaction submitted by Seller by the applicable scheduling deadline. Penalties or similar charges assessed by a Transmission Provider, ISO-NE or other Independent System Operators, as applicable, Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. (c) Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.5(e) shall at all times during the Services Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Hydro- Québec Power Resources Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE, other Independent System Operators, as applicable, NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicableFacility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO-NE, other Independent System Operator, as applicable, NE or applicable system costs, costs or charges or revenues, in each case, associated with the Delivery of Qualified Clean Energy up to the Delivery Point, or Qualified Shortfall Energy up to the designated delivery point within the New England Control Area, as applicabletransmission and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller Seller, (including amounts not credited to Buyer Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.