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 Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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. Buyer shall have no obligation to pay for any 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 other ISO-NE energy market) or for which Buyer is not credited in the 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:

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 and 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 transactions executed through ISO-NE and settled at the Delivery PointPoint 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 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 RealDay-Time Ahead Energy Market or, as reasonably agreed to from time to time by Buyer and SellerBuyer, in the DayReal-Ahead Time Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunderMarket, in each case 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 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 other ISOReal-NE energy market) Time Energy Market 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). 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:, 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.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1Term, Seller shall Schedule and Deliver Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery PointAgreement, in accordance with all ISO-NE Practices and ISO-NE Rules, as applicable. Any such Internal Bilateral Transactions will specify Seller shall transfer the Buyer’s Percentage Entitlement Energy to the actual metered hourly delivery of 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 Real-Day Ahead Energy Market or Real Time Energy Market orMarket, as reasonably agreed to requested from time to time by Buyer and Sellerconsistent with prevailing electric industry practices at the time, in such a manner that Buyer may resell such Energy in the Day-Day Ahead Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Real Time Energy being purchased hereunderMarket, in each case consistent with ISO-NE Rules as applicable, and ISO-NE Practices at the time. Buyer shall have no obligation to pay for any 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-Day Ahead Energy Market or other ISO-NE energy market) Real Time Energy Market 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 or distribution system). In the event Seller does not have actual metered generation by that the Internal Bilateral Transaction initial settlement deadlinesLocational Marginal Price (“LMP”) for the Energy at the ISO-NE node closest to the Delivery Point is less than $0.00 per MWh in any hour, Seller shall Schedule credit or reimburse Buyer (at Buyer’s discretion) the difference between $0 and Deliver such negative LMP per MWh for that Energy through Internal Bilateral Transactions executed through for each such hour. The Parties agree to use commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the ISO- NE Data Reconciliation ProcessScheduling and Delivery of Energy hereunder. Under no circumstances Penalties or similar charges assessed caused by noncompliance with the Scheduling obligations set forth in this Section 4.2 shall Seller enter estimated generation values into an Internal Bilateral Transactionbe the responsibility of Seller. Notwithstanding any other provision Without limiting the generality of this Agreement: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 Facility and shall be solely responsible for any obligations and liabilities, including all charges, penalties and financial assurance obligations, imposed by ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility.

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 hereunder with ISO-NE in the quantities provided in Exhibit B in accordance with this Agreement and 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 transactions executed through ISO-NE and settled at the Delivery PointPoint 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 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 RealDay-Time Ahead Energy Market or, as reasonably agreed to from time to time by Buyer and SellerBuyer, in the DayReal-Ahead Time Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunderMarket, in each case 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 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 Day -Ahead Energy Market or other ISO-NE energy market) Real -Time Energy Market 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). 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:, if during the Services 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)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.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver transfer Deliveries of Energy hereunder with ISO-NE and NYISO within the defined Operational Limitations of the Facility and in accordance with this Agreement and all rules and regulations of each Transmission Provider, and all NYISO rules and regulations and ISO-NE Practices and ISO-NE Rules Rules, as applicable. Seller shall use commercially reasonable efforts, acting 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 in the Delivery PointDay Ahead Energy Market and (ii) in the Real Time Energy Market if the Scheduled Energy is offered by Seller and settled in the Real Time Energy Market, in each case in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify Seller shall determine the Buyer’s Percentage Entitlement to portion of the actual metered hourly delivery of Scheduled 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Day Ahead Energy Market or another ISO-NE energy market to and the extent portion of the Scheduled Energy that such other market provides Buyer with additional value for is offered and settled in the Real Time Energy being purchased hereunderMarket, in each case consistent with prevailing ISO-NE Rules and ISO-NE Practices at the time; provided, however that: (x) Seller must offer Scheduled Energy to Buyer in the Day Ahead Energy Market to the 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 the Scheduled Energy being offered and settled in each of the Day Ahead Energy Market and the Real Time Energy Market to the extent required to make transfers of Scheduled Energy consistent with those revised NYISO Rules or ISO-NE Rules. In any event, Buyer shall have no obligation to pay for any 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 other ISO-NE energy market) foregoing 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). In If Buyer notifies Seller that the event 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 does not have actual metered generation 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 Internal Bilateral Transaction initial settlement deadlinesDay Ahead Energy Market and/or the Real Time Energy Market, Seller in each case pursuant to this Section 4.2(a), 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 Transactionbe implemented in a reasonable timeframe determined by Seller. Notwithstanding any other provision of this Agreement:, if during the 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 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 which information shall be provided prior to Seller’s delivery of the invoice to Buyer.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Real-Time Day Ahead Energy Market or, as reasonably agreed to from time to time by Buyer and SellerBuyer, in the Day-Ahead Real Time Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunderMarket, in each case and consistent with ISO-NE Rules and ISO-ISO- NE Practices at the time. , and Buyer shall have no obligation to pay for any 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-Day Ahead Energy Market or other ISO-NE energy market) Real Time Energy Market 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). 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:, if during the 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 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 which information shall be provided prior to Seller’s delivery of the invoice to Buyer.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 (x) in the Day-Ahead Energy Market if the Energy is offered by Seller and settled in the Day-Ahead Energy Market, (y) in the Real-Time Energy Market orif the Energy is offered by 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 the Day-Ahead Energy Market or 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 Buyer shall have no obligation to pay for any Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market (or, and/or such other ISO-NE energy market 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 other ISO-NE energy market) or for which Buyer is not credited in the 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- 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:

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 the quantities provided in Exhibit B in accordance with this Agreement and 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 to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Real-Day Ahead Energy Market or Real Time Energy Market orMarket, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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 Seller and consistent with ISO-NE Rules and ISO-NE Practices at the time. , and Buyer shall have no obligation to pay for any Qualified 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-Day Ahead Energy Market or other ISO-NE energy market) Real Time Energy Market 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). 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:, if during the 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. 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. Penalties or similar charges assessed by a Transmission Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.2(a) shall at all times during the Services Term be designated as the “Lead Market Participant” (or any successor designation) for the 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 Facility, 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 or charges associated with transmission. 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 and 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 transactions executed through ISO-NE and settled at the Delivery PointPoint or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Xxxxx and Seller, the NEMASSBOST Hub, in each case, 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 RealDay-Time Ahead Energy Market or, as reasonably agreed to from time to time by Buyer and SellerXxxxx, in the DayReal-Ahead Time Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunderMarket, in each case 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 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 other ISOReal-NE energy market) Time Energy Market 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). 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:, 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.

Scheduling and Delivery. (a) During the Services Delivery Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Unless otherwise agreed to by Buyer and Seller, Seller shall transfer all of Buyer’s Percentage Entitlement to the actual metered hourly delivery of Energy and will be entered into dailyof the Facility’s forecasted Energy production to Buyer in the Day-Ahead Energy Market, with any necessary adjustments deviations between forecasted and actual production 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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 Buyer shall have no obligation to pay for any 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 other ISOReal-NE energy market) Time Energy Market 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). In The Parties agree to use commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the event Seller does not have actual metered generation Scheduling and Delivery of Energy hereunder. Penalties or similar charges assessed by a Transmission Provider and caused by Seller’s noncompliance with the Internal Bilateral Transaction initial settlement deadlinesScheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.2(e) shall Schedule at all times during the Delivery Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Facility and Deliver Energy through Internal Bilateral Transactions executed through shall be solely responsible for any obligations and liabilities imposed by NERC, the Interconnecting Utility, ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO- NE Data Reconciliation Processor applicable system costs or charges associated with distribution and transmission (“ISO Charges”) to and at the Delivery Point, and Buyer shall be responsible for ISO Charges after the Delivery Point. Under no circumstances To the extent a Party incurs such costs, charges, penalties or losses which are the responsibility of the other Party (including amounts not credited to Buyer as described in Section 4.2(a)), such Party shall reimburse the other Party for the same. Settlement in the ISO-NE energy market system will occur when Energy is supplied into Buyer’s ISO-NE settlement account at the Delivery Point. Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision shall be responsible for all charges, fees and losses required for Delivery of this Agreement: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 4.1, Seller shall Schedule and Deliver transfer Deliveries of Energy hereunder with ISO-NE and NYISO within the defined Operational Limitations of the Facility and in accordance with this Agreement and all rules and regulations of each Transmission Provider, and all NYISO rules and regulations and ISO-NE Practices and ISO-NE Rules Rules, as applicable. Seller shall use commercially reasonable efforts, acting 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 in the Delivery PointDay Ahead Energy Market and (ii) in the Real Time Energy Market if the Scheduled Energy is offered by Seller and settled in the Real Time Energy Market, in each case in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify Seller shall determine the Buyer’s Percentage Entitlement to portion of the actual metered hourly delivery of Scheduled 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Day Ahead Energy Market or another ISO-NE energy market to and the extent portion of the Scheduled Energy that such other market provides Buyer with additional value for is offered and settled in the Real Time Energy being purchased hereunderMarket, in each case consistent with prevailing ISO-NE Rules and ISO-NE Practices at the time; provided, however that: (x) Seller must offer Scheduled Energy to Buyer in the Day Ahead Energy Market to the 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 the Scheduled Energy being offered and settled in each of the Day Ahead Energy Market and the Real Time Energy Market to the extent required to make transfers of Scheduled Energy consistent with those revised NYISO Rules or ISO-NE Rules. In any event, Buyer shall have no obligation to pay for any 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 other ISO-NE energy market) foregoing 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). In If Xxxxx notifies Seller that the event 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 does not have actual metered generation 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 Internal Bilateral Transaction initial settlement deadlinesDay Ahead Energy Market and/or the Real Time Energy Market, Seller in each case pursuant to this Section 4.2(a), 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 Transactionbe implemented in a reasonable timeframe determined by Seller. Notwithstanding any other provision of this Agreement:, if during the 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 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 which information shall be provided prior to Seller’s delivery of the invoice to Buyer.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer Xxxxx and Seller, in the Day-Ahead Energy Market or 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. Buyer shall have no obligation to pay for any 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 other ISO-NE energy market) or for which Buyer is not credited in the 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:

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver transfer Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules Rules. Seller shall transfer the Energy to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Real-Day Ahead Energy Market or Real Time Energy Market orMarket, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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 Seller and consistent with ISO-NE Rules and ISO-NE Practices prevailing electric industry practices at the time. time and Buyer shall have no obligation to pay for any 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-Day Ahead Energy Market or other ISO-NE energy market) Real Time Energy Market 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). 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:, if during the 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 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 which information shall be provided prior to Seller’s delivery of the invoice to Buyer. 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. Penalties or similar charges assessed by a Transmission Provider and caused by noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. 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 Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, including 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. 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 and 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 transactions executed through ISO-NE and settled at the Delivery PointPoint or, in the case of Qualified Shortfall Energy and as reasonably agreed from time to time by Xxxxx and Seller, the NEMASSBOST Hub, in each case, 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 RealDay-Time Ahead Energy Market or, as reasonably agreed to from time to time by Buyer and SellerBuyer, in the DayReal-Ahead Time Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Energy being purchased hereunderMarket, in each case 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 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 other ISOReal-NE energy market) Time Energy Market 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). 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:, 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.

Scheduling and Delivery. (a) During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules Rules. to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Transactions. Any such Internal Bilateral Transactions will be entered in the Real-Time Energy to Buyer in the Day Ahead Energy Market oror Real -Time Energy Market, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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 Seller and consistent with ISO-NE Rules and ISO-NE Practices at the time. , and Buyer shall have no obligation to pay for any 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-Day Ahead Energy Market or other ISO-NE energy market) Real -Time Energy Market 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). 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:, if during the Services 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 scheduleSchedule or 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 deliverycurtailment during the preceding calendar month, which information shallwill be provided prior to Seller’s delivery of the invoice to Buyer.

Scheduling and Delivery. (a) During the Services Delivery Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE and shall Deliver Products all in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Unless otherwise agreed to by Buyer and Seller, Seller shall transfer all of Buyer’s Percentage Entitlement of the Facility’s forecasted Energy production to Buyer in the actual metered hourly delivery of Day-Ahead Energy and will be entered into dailyMarket, with any necessary adjustments deviations between forecasted and actual production 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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. time and Buyer shall have no obligation to pay for any 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 other ISOReal-NE energy market) Time Energy Market 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). In The Parties agree to use commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the event Seller does not have actual metered generation Scheduling and Delivery of Energy and other Products hereunder. Penalties or similar charges assessed by a Transmission Provider and caused by Seller’s noncompliance with the Internal Bilateral Transaction initial settlement deadlinesScheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.2(e) shall Schedule at all times during the Delivery Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Facility and Deliver Energy through Internal Bilateral Transactions executed through shall be solely responsible for any obligations and liabilities imposed by NERC, the Interconnecting Utility, ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO- NE Data Reconciliation Processor applicable system costs or charges associated with transmission up to and at the Delivery Point, and Buyer shall be responsible for all of the foregoing after the Delivery Point. Under no circumstances To the extent that a Party incurs such costs, charges, penalties or losses which are the responsibility of the other Party (including amounts not credited to such Party as described in Section 4.2(a)), the other Party shall reimburse such Party 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. Seller enter estimated generation values into an Internal Bilateral Transactionshall 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. Notwithstanding any other provision of this Agreement:Seller shall also 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 Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 (x) in the Day-Ahead Energy Market if the Energy is offered by Seller and settled in the Day-Ahead Energy Market, (y) in the Real-Time Energy Market orif the Energy is offered by 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 the Day-Ahead Energy Market or 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 Buyer shall have no obligation to pay for any Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market (or, and/or such other ISO-NE energy market as reasonably agreed to from time to time by Buyer Xxxxx and Seller in accordance with this Section 4.2(a), the Day-Ahead Energy Market or other ISO-NE energy market) or for which Buyer is not credited in the 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- 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:

Scheduling and Delivery. (a) During the Services Delivery Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Unless otherwise agreed to by Buyer and Seller, Seller shall transfer all of Buyer’s Percentage Entitlement to the actual metered hourly delivery of Energy and will be entered into dailyof the Facility’s forecasted Energy production to Buyer in the Day-Ahead Energy Market, with any necessary adjustments deviations between forecasted and actual production 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or 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 Buyer shall have no obligation to pay for any 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 other ISOReal-NE energy market) Time Energy Market 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). In The Parties agree to use commercially reasonable efforts to comply with all applicable ISO-NE Rules and ISO-NE Practices in connection with the event Seller does not have actual metered generation Scheduling and Delivery of Energy hereunder. Penalties or similar charges assessed by a Transmission Provider and caused by Seller’s noncompliance with the Internal Bilateral Transaction initial settlement deadlinesScheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. Without limiting the generality of this Section 4.2, Seller or the party with whom Seller contracts pursuant to Section 3.2(e) shall Schedule at all times during the Delivery Term be designated with ISO-NE as the “Lead Market Participant” (or any successor designation) for the Facility and Deliver Energy through Internal Bilateral Transactions executed through shall be solely responsible for any obligations and liabilities imposed by NERC, the Interconnecting Utility, ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, including all charges, penalties, financial assurance obligations, losses, transmission charges, ancillary service charges, line losses, congestion charges and other ISO- NE Data Reconciliation Processor applicable system costs or charges associated with distribution and transmission (“ISO Charges”) to and at the Delivery Point, and Buyer shall be responsible for ISO Charges after the Delivery Point. Under no circumstances To the extent a Party incurs such costs, charges, penalties or losses which are the responsibility of the other Party (including amounts not credited to Xxxxx as described in Section 4.2(a)), such Party shall reimburse the other Party for the same. Settlement in the ISO-NE energy market system will occur when Energy is supplied into Buyer’s ISO-NE settlement account at the Delivery Point. Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding any other provision shall be responsible for all charges, fees and losses required for Delivery of this Agreement: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 and Deliver Deliveries of Energy hereunder with ISO-NE within the defined Operational Limitations of the Facility and in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery PointAgreement, in accordance with all ISO-NE Practices and ISO-NE Rules, as applicable. Any such Internal Bilateral Transactions will specify Seller shall transfer the Buyer’s Percentage Entitlement Energy to the actual metered hourly delivery of 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 Real-Day Ahead Energy Market or Real Time Energy Market orMarket, as reasonably agreed to from time to time by Buyer and SellerSeller and consistent with prevailing electric industry practices at the time, in such a manner that Buyer may resell such Energy in the Day-Day Ahead Energy Market or another ISO-NE energy market to the extent that such other market provides Buyer with additional value for the Real Time Energy being purchased hereunderMarket, in each case consistent with ISO-NE Rules as applicable, and ISO-NE Practices at the time. Buyer shall have no obligation to pay for any 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-Day Ahead Energy Market or other ISO-NE energy market) Real Time Energy Market 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). 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 Seller does not have actual metered generation by that the Internal Bilateral Transaction initial settlement deadlinesLocational Marginal Price (“LMP”) for the Energy at the Delivery Point is less than $0.00 per MWh in any Dispatch Period, Seller shall Schedule credit or reimburse Buyer (at Buyer’s discretion), on the appropriate monthly invoice, an amount equal to the product of (i) such Energy delivered in such Dispatch Period, 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 Energy through Internal Bilateral Transactions executed through Products to the ISO- NE Data Reconciliation Process. Under no circumstances shall Seller enter estimated generation values into an Internal Bilateral Transaction. Notwithstanding Delivery Point during any other provision Dispatch Period in which the LMP at the Delivery Point is negative, or, in the reasonable opinion of this Agreement:Seller, is likely to become negative.

Scheduling and Delivery. (a) ‌ During the Services Term and in accordance with Section 4.1, Seller shall Schedule and Deliver Energy hereunder with ISO-NE and shall Deliver Products all in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules Rules. Seller shall transfer the Energy to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 Real-Time Energy Market or, as reasonably agreed to from time to time by Buyer and Seller, in the Day-Ahead Energy Market or another ISOReal-NE energy market Time Energy Market, as reasonably agreed from time to the extent that such other market provides time by Buyer with additional value for the Energy being purchased hereunder, in each case and Seller and consistent with ISO-NE Rules and ISO-NE Practices at the time. time and Buyer shall have no obligation to pay for any 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 other ISOReal-NE energy market) Time Energy Market 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). 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:, if during the 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 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 which information shall be provided prior to Seller’s delivery of the invoice to Buyer. 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 and other Products hereunder. Penalties or similar charges assessed by a Transmission Provider and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. 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 Facility and shall be solely responsible for any obligations and liabilities imposed by NERC, the Interconnecting Utility, ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, including 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 distribution and transmission. 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. 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 Energy hereunder with ISO-NE in accordance with this Agreement and all ISO-NE Practices and ISO-NE Rules to Buyer through Internal Bilateral Transactions executed through ISO-NE and settled at the Delivery Point, in accordance with all ISO-NE Practices and ISO-NE Rules. Any such Internal Bilateral Transactions will specify the Buyer’s Percentage Entitlement to the actual metered hourly delivery of 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 (i) in the Day-Ahead Energy Market if the Energy is offered by Seller and settled in the Day-Ahead Energy Market and (ii) in the Real-Time Energy Market orif 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 the Day-Ahead Energy Market or 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 Buyer shall have no obligation to pay for any Energy not transferred to Buyer in the Day-Ahead Energy Market or Real-Time Energy Market (or, and/or such other ISO-NE energy market 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 other ISO-NE energy market) 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). 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- 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 Term of this Agreement the LMP at the Delivery Point is negative, then Seller may deliver to Buyer a written notice stating that such condition has occurred and the period during which such condition has occurred. Buyer and Seller hereby agree that in such event Seller shall be under no obligation to schedule or Deliver Products to the Delivery Point during such negative LMP period. 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 foregoing, Seller shall submit an Internal Bilateral Transaction for the Energy being Delivered 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 and caused by Seller’s noncompliance with the Scheduling obligations set forth in this Section 4.2 shall be the responsibility of Seller. 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 Facility and shall be solely responsible for any obligations and liabilities imposed by ISO-NE or under the ISO-NE Rules and ISO-NE Practices with respect to the Facility, including 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 and delivery. To the extent Buyer incurs such costs, charges, penalties or losses which are the responsibility of Seller, (including amounts not credited to Xxxxx as described in Section 4.2(a)), Seller shall reimburse Buyer for the same.