Common use of Seller Credit Support Clause in Contracts

Seller Credit Support. No later than ten (10) Business Days after the Signing Date, Seller shall provide either: (a) a Seller Guaranty from an Acceptable Guarantor in form and substance reasonably satisfactory to Purchaser; (b) a Seller Letter of Credit in form and substance, and from an issuer, reasonably satisfactory to Purchaser; or (c) a cash escrow deposited with a financial institution reasonably acceptable to Purchaser and subject to the collateral security arrangements as are reasonably acceptable to Purchaser, in an amount equal to [ ]% of the Contract Price to secure the obligations of Seller under this Agreement. This amount shall be increased to the Contract Price as of the Closing Date stepping down (on a dollar-for-dollar basis) as the Contract Price is paid through the Final Completion Date. Seller shall have the right in its sole discretion to post a Seller Letter of Credit or a Seller Guaranty (or a combination thereof) for its security posting obligations under this Section 16.1 so long as such security meets the requirements for such security set out in this Article 16. If Seller elects to provide a letter of credit, it shall be an irrevocable standby letter of credit, in form and substance acceptable to Purchaser, from a Qualified Issuer. The letter of credit must be issued for a minimum term of three hundred sixty (360) Days. Seller shall cause the renewal or extension of the letter of credit for additional consecutive terms of three hundred sixty (360) Days until the Expiration Date. Each extension or renewal shall occur no later than forty-five (45) Days prior to each expiration date of the then current letter of credit. If the letter of credit is not renewed or extended as required herein, Purchaser shall have the right to draw immediately upon the letter of credit and to place the amounts so drawn, at Seller’s cost and with Seller’s funds, in an interest bearing escrow account, until and unless Seller provides a substitute form of security meeting the requirements of this Agreement in the form of an irrevocable standby letter of credit. 44

Seller Credit Support. No later than ten (10) Business Days after the Signing Effective Date, Seller shall provide eitherPre-COD Credit Assurance to secure the obligations of Seller under this PPA. This amount shall be adjusted to the Post-COD Credit Assurance as of COD. Pre-COD Credit Assurance may only be fulfilled through cash deposit or Seller Letter of Credit. Post-COD Credit Assurance may be fulfilled through a combination of cash deposit, Seller Letter of Credit or Seller Guaranty. The Credit Support shall be: (a) a Seller Guaranty from an Acceptable Guarantor in form and substance reasonably satisfactory to PurchaserCompany for Post-COD Credit Assurance; (b) a Seller Letter of Credit in form and substance, and from an issuer, reasonably satisfactory to PurchaserCompany; or (c) a cash escrow deposited with a financial institution reasonably acceptable to Purchaser Company and subject to the collateral security arrangements as are reasonably acceptable to PurchaserCompany, in an amount equal to [ ]% of the Contract Price to secure necessary Credit Support. For the obligations of Seller under this Agreement. This amount shall be increased to the Contract Price as of the Closing Date stepping down (on a dollarPost-for-dollar basis) as the Contract Price is paid through the Final Completion Date. COD Credit Assurance, Seller shall have the right in its sole discretion to post a Seller Letter of Credit or a Seller Guaranty (or a combination thereof) for its security posting obligations under this Section 16.1 12.1 so long as such the security meets the requirements for such that security set out in this Article 1612. The Seller Guaranty shall be substantially in the form of Exhibit M. If Seller elects to provide a letter of credit, it shall be an irrevocable standby letter of credit, in form and substance acceptable to PurchaserCompany, from a Qualified Issuer. The letter of credit must be issued for a minimum term of three hundred sixty (360) Days. Seller shall cause the renewal or extension of the letter of credit for additional consecutive terms of three hundred sixty (360) Days until the Expiration Scheduled Termination Date. Each extension or renewal shall occur no later than forty-five (45) Days prior to each expiration date of the then current letter of credit. If the letter of credit is not renewed or extended as required herein, Purchaser Company shall have the right to draw immediately upon the letter of credit and to place the amounts so drawn, at Seller’s cost and with Seller’s funds, in an interest bearing escrow account, until and unless Seller provides a substitute form of security meeting the requirements of this Agreement PPA in the form of an irrevocable standby letter of credit. 44The Letter of Credit shall be in the substantially the form of Exhibit N. 28

Seller Credit Support. No later than ten Seller will deliver to Buyer and maintain in favor of Buyer a letter of credit issued by a U.S. commercial bank or U.S. branch office of a foreign bank with (10) Business Days after the Signing Date, Seller shall provide either: (ai) a Seller Guaranty from an Acceptable Guarantor in form local long-term issuer credit rating of “A-” or better by S&P and substance reasonably satisfactory a senior unsecured long-term debt rating of “A3” or better by Moody’s (or, if the issuer has a local long-term issuer credit rating by S&P or a senior unsecured long-term debt rating by Moody’s, but not both, a local long-term issuer credit rating of “A-” or better by S&P or a senior unsecured long- term debt rating of “A3” or better by Moody’s) and (ii) total assets of at least $10,000,000,000. Such letter of credit will secure Seller’s obligations under the Definitive Agreement and must be adjusted to Purchaser; (b) a Seller Letter equal the following amounts at each of Credit in form and substancethe following adjustment dates, and from an issuer, reasonably satisfactory to Purchaser; or (c) a cash escrow deposited with a financial institution reasonably acceptable to Purchaser and subject to the collateral security arrangements immediately following paragraph and to item 46 below:3 Adjustment Date Amount Execution of Definitive Agreement $17,500 per MW of Guaranteed Capacity FNTP (as are reasonably acceptable to Purchaser, defined in an amount equal to [ ]item 12 below) $120,000 per MW of Guaranteed Capacity Closing 25% of the Contract Purchase Price, excluding Purchase Price adjustments other than pursuant to secure change orders issued to Seller in Buyer’s discretion or resulting from Buyer-Caused Delay (the obligations of Seller under this Agreement. This amount shall be increased to the Contract Price as “Unadjusted Purchase Price”) Substantial Completion Payment Date 15% of the Closing Date stepping down (on a dollar-for-dollar basis) as Unadjusted Purchase Price plus the Contract Price is paid through amount of any pending claim of Buyer or its group, provided that such pending claims will not increase the Final Completion Date. Seller shall have the right in its sole discretion to post a Seller Letter of Credit or a Seller Guaranty (or a combination thereof) for its security posting obligations under this Section 16.1 so long as such security meets the requirements for such security set out in this Article 16. If Seller elects to provide a letter of credit, it shall be an irrevocable standby letter of credit, in form and substance acceptable to Purchaser, from a Qualified Issuer. The letter of credit must be issued for a minimum term of three hundred sixty (360) Days. Seller shall cause the renewal or extension required amount of the letter of credit for additional consecutive terms of three hundred sixty (360) Days until above the Expiration Date. Each extension or renewal shall occur no later than forty-five (45) Days prior to each expiration date required amount of the then current letter credit as of Closing less any amounts drawn on such letter of credit. If credit after the Closing 12 months after the Substantial Completion Payment Date 10% of the Unadjusted Purchase Price plus the amount of any pending claim of Buyer or its group, provided that such pending claims will not increase the required amount of the letter of credit is not renewed or extended as above the required herein, Purchaser shall have amount of the right to draw immediately upon letter credit on the Substantial Completion Payment Date less any amounts drawn on such letter of credit and to place after the amounts so drawn, at Seller’s cost and with Seller’s funds, in an interest bearing escrow account, until and unless Seller provides a substitute form of security meeting the requirements of this Agreement in the form of an irrevocable standby letter of credit. 44Substantial Completion Payment Date

Seller Credit Support. No later than ten (10) Business Days after the Signing Date, Seller shall provide either: (a) a Seller Guaranty from an Acceptable Guarantor in form and substance reasonably satisfactory to Purchaser; (b) a Seller Letter of Credit in form and substance, and from an issuer, reasonably satisfactory to Purchaser; or (c) a cash escrow deposited with a financial institution reasonably acceptable to Purchaser and subject to the collateral security arrangements as are reasonably acceptable to Purchaser, in an amount equal to [ ]% of the Contract Price to secure the obligations of Seller under this Agreement. This amount shall be increased to the Contract Price as of the Closing Date stepping down (on a dollar-for-dollar basis) as the Contract Price is paid through the Final Completion Date. Seller shall have the right in its sole discretion to post a Seller Letter of Credit or a Seller Guaranty (or a combination thereof) for its security posting obligations under this Section 16.1 so long as such security meets the requirements for such security set out in this Article 16. If Seller elects to provide a letter of credit, it shall be an irrevocable standby letter of credit, in form and substance acceptable to Purchaser, from a Qualified Issuer. The letter of credit must be issued for a minimum term of three hundred sixty (360) Days. Seller shall cause the renewal or extension of the letter of credit for additional consecutive terms of three hundred sixty (360) Days until the Expiration Date. Each extension or renewal shall occur no later than forty-five (45) Days prior to each expiration date of the then current letter of credit. If the letter of credit is not renewed or extended as required herein, Purchaser shall have the right to draw immediately upon the letter of credit and to place the amounts so drawn, at Seller’s cost and with Seller’s funds, in an interest bearing escrow account, until and unless Seller provides a substitute form of security meeting the requirements of this Agreement in the form of an irrevocable standby letter of credit. 4446