Common use of Termination and Remedies Clause in Contracts

Termination and Remedies. From and during the continuance of an Event of Default, the non- defaulting Party may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty (30) days before such termination date. The notice required under this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party complies with the terms of this Section 11.3 and that the stated termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Party, Seller must provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility by registered overnight delivery service or by certified or registered mail, return receipt requested. A termination notice must state prominently in type font no smaller than 14-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must state any amount alleged to be owed, and must include wiring instructions for payment. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured by the Earliest Termination Date. In the event of a termination of this Agreement:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, a Party's termination notice must shall state prominently therein in type font no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A SOLAR PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Neither Party will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Xxxxxx's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, a Party's termination notice must shall state prominently therein in type font no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A SOLAR PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Neither Party will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From Upon the occurrence of, and during the continuance of continuation of, an Event of Default, subject to the cure rights provided for herein, the non- defaulting Party shall be entitled to all remedies available under this agreement or at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty ten (3010) days before such termination date. The notice required under this Section 11.3 may be provided in the notice of default (and does not have ; provided, however, that as a precondition to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party complies with the terms Seller’s exercise of this Section 11.3 and that the stated termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current Senior Vice President of Commercial Operations and General Counsel Director of Utility Market Operations of Buyer set forth in Exhibit B. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A termination notice must requested and shall state prominently therein in type font no smaller than fourteen (14) point all-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A PPATHE PPA BETWEEN GSEC AND [INSERT SELLER FACILITY’S NAME]. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owedowed and wiring instructions, and must include wiring instructions for payment. Notwithstanding or the nature of any other provision of this Agreement to the contrary, the non-defaulting Party will payment default alleged. Seller shall not have any right to terminate this Agreement if the default Event of Default that gave rise to the termination right is cured within the fifteen (15) Business Days of Buyer’s receipt of such notice. Further, during the continuation of default by Seller, and until Xxxxx has recovered all damages incurred on account of such default by Seller, without exercising its termination right, Buyer may offset its damages against any payment due Seller. The rights contemplated by this Section are cumulative such that the Earliest Termination Dateexercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From Upon the occurrence of, and during the continuance of continuation of, an Event of Default, subject to the cure rights provided for herein, the non- defaulting Party shall be entitled to all remedies available under this agreement or at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty ten (3010) days before such termination date. The notice required under this Section 11.3 may be provided in the notice of default (and does not have ; provided, however, that as a precondition to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party complies with the terms Seller’s exercise of this Section 11.3 and that the stated termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current Senior Vice President of Commercial Operations and General Counsel Director of Utility Market Operations of Buyer set forth in Exhibit B. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A termination notice must requested and shall state prominently therein in type font no smaller than fourteen (14) point all-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A PPATHE PPA BETWEEN GSEC AND [INSERT SELLER FACILITY’S NAME]. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owedowed and wiring instructions, and must include wiring instructions for payment. Notwithstanding or the nature of any other provision of this Agreement to the contrary, the non-defaulting Party will payment default alleged. Seller shall not have any right to terminate this Agreement if the default Event of Default that gave rise to the termination right is cured within the fifteen (15) Business Days of Buyer’s receipt of such notice. Further, during the continuation of default by Seller, and until Buyer has recovered all damages incurred on account of such default by Seller, without exercising its termination right, Buyer may offset its damages against any payment due Seller. The rights contemplated by this Section are cumulative such that the Earliest Termination Dateexercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty (30) days 15 Business Days before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Xxxxxx's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 1414‑point all-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within fifteen (15) Business Days of PacifiCorp’s receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement. The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination hereof: Each Party shall pay to the other all amounts due the other hereunder for all periods prior to termination, subject to offset by the non-defaulting Party against damages incurred by such Party. The amounts due pursuant to Section 11.3(a) shall be calculated and paid within thirty (30) days after the billing date for such charges and shall bear interest thereon at the Contract Interest Rate from the date of termination until the date paid. The foregoing does not extend the due date of, or provide an interest holiday for any payments otherwise due hereunder. Before and after the effective date of termination, the non-defaulting Party may pursue, to the extent permitted by this Agreement:, any and all legal or equitable remedies provided by law, equity or this Agreement. Without limiting the generality of the foregoing, the provisions of Sections 4.5, 5.4, 5.5, 6.10.4, 6.10.5, 6.10.7, 10.3, 10.4, 10.5, 11.3, 11.4, 11.5, 11.6, 11.7, 11.8, 11.9 and Section 12, Section 13, Section 23, and Section 24 shall survive the termination hereof.

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, any termination notice must sent by Seller shall state prominently therein in type font no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A SOLAR PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any the right to terminate this Agreement if the default that gave rise to the termination right is cured within 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “THIS IS A TERMINATION NOTICE UNDER A WIND PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within fifteen (15) Business Days of PacifiCorp’s receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement. The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Xxxxxx's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “THIS IS A TERMINATION NOTICE UNDER A WIND PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within fifteen (15) Business Days of PacifiCorp’s receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement. The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Xxxxxx's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 1414‑point all-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A WIND PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within fifteen (15) Business Days of PacifiCorp’s receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement. The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination hereof: Each Party shall pay to the other all amounts due the other hereunder for all periods prior to termination, subject to offset by the non-defaulting Party against damages incurred by such Party. The amounts due pursuant to Section 11.3(a) shall be calculated and paid within thirty (30) days after the billing date for such charges and shall bear interest thereon at the Contract Interest Rate from the date of termination until the date paid. The foregoing does not extend the due date of, or provide an interest holiday for any payments otherwise due hereunder. Before and after the effective date of termination, the non-defaulting Party may pursue, to the extent permitted by this Agreement:, any and all legal or equitable remedies provided by law, equity or this Agreement. Without limiting the generality of the foregoing, the provisions of Sections 4.5, 5.4, 5.5, 6.10.4, 6.10.5, 6.10.7, 10.3, 10.4, 10.5, 11.3, 11.4, 11.5, 11.6, 11.7, 11.8, 11.9 and Section 12, Section 13, Section 23, and Section 24 shall survive the termination hereof.

Termination and Remedies. From Upon the occurrence of, and during the continuance of continuation of, an Event of DefaultDefault (excluding any Event of Default arising out of an event or circumstance for which an exclusive remedy is provided hereunder), the non- non-defaulting Party shall be entitled to all remedies available under this Agreement or at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty ten (3010) days before such termination date. The notice required under this Section 11.3 may be provided in the notice of default (and does not have ; provided, however, that as a precondition to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party complies with the terms Seller’s exercise of this Section 11.3 and that the stated termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility Buyer set forth in Section 22.1. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A termination notice must requested and shall state prominently therein in type font typefont no smaller than fourteen (14) point all-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A RENEWABLE PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owedowed and wiring instructions, and must include wiring instructions for payment. Notwithstanding or the nature of any other provision of this Agreement to the contrary, the non-defaulting Party will payment default alleged. Seller shall not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the fifteen (15) Business Days of Buyer’s receipt of such notice. Further, during the continuation of default by Seller, and until it has recovered all damages incurred on account of such default by Seller, without exercising its termination right, Buyer may offset its damages against any payment due Seller. The rights contemplated by this Section 11 are cumulative such that the Earliest Termination Dateexercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- defaulting Party will be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty fifteen (3015) days before such termination date. The notice required under this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-non- defaulting Party complies with the terms of this Section 11.3 and that the stated termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Party, Seller must provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp by registered overnight delivery service or by certified or registered mail, return receipt requested. A termination notice must state prominently in type font no smaller than 14-point capital letters that “THIS IS A TERMINATION NOTICE UNDER A PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must state any amount alleged to be owed, and must include wiring instructions for payment. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured by the Earliest Termination Date. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in this Agreement, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party’s sole or exclusive remedy, the non-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement. The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights does not constitute a waiver of any other rights. In the event of a termination of this Agreement:

Termination and Remedies. From Except in circumstances in which a remedy provided for in this Agreement is described as a Party’s sole or exclusive remedy, from and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty one (301) days Business Day before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Xxxxxx's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-then- current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A SOLAR PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which a Party fails to remedy a default within the time periods provided in Section 11.1, and until the terminating Party has recovered all damages incurred on account of such default by the Earliest Termination Datedefaulting Party, without exercising its termination right, the non-defaulting Party may offset its damages against any payment due the other Party. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the non-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty fifteen (3015) days Business Days before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller’s exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller’s termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “THIS IS A TERMINATION NOTICE UNDER A UTAH SCHEDULE 32 QF PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within fifteen (15) Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party’s sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.5). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreement:hereof:‌

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty (30) days 15 Business Days before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreement:hereof:‌

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty (30) days 15 Business Days before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Xxxxxx's exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof:

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty fifteen (3015) days Business Days before such termination date. The notice required under by this Section 11.3 may be provided in the notice of default (and does not have to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party so long as it complies with the all other terms of this Section 11.3 and that the stated 11.3. As a precondition to Seller’s exercise of this termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller’s termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “THIS IS A TERMINATION NOTICE UNDER A SOLAR PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within fifteen (15) Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party’s sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.5). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreement:hereof:‌

Termination and Remedies. From and during the continuance of an Event of Default, the non- non-defaulting Party shall be entitled to all remedies available at law or in equity, and may terminate this Agreement by notice to the other Party designating the date of termination and delivered to the defaulting Party no less than thirty (30) days 15 Business Days before such termination date. The notice required under this Section 11.3 may be provided in the notice of default (and does not have ; provided, however, that as a precondition to be a separate notice) before the applicable cure period(s) have lapsed and an Event of Default has occurred provided that the non-defaulting Party complies with the terms Seller's exercise of this Section 11.3 and that the stated termination date is no earlier than the first (1st) day following expiration of the fifteen (15) day period or the first (1st) day following the expiration of the applicable cure period(s), whichever occurs last (“Earliest Termination Date”). Where Seller is the non-defaulting Partyright, Seller must also provide copies of such termination notice to the notice addresses of the then-current President and General Counsel of Utility PacifiCorp set forth in Section 22. Such copies shall be sent by registered overnight delivery service or by certified or registered mail, return receipt requested. A In addition, Seller's termination notice must shall state prominently therein in type font typefont no smaller than 14-point all-capital letters that “"THIS IS A TERMINATION NOTICE UNDER A WIND PPA. YOU MUST CURE A DEFAULT, OR THE PPA WILL BE TERMINATED,” must " and shall state therein any amount alleged purported to be owed, owed and must include wiring instructions for paymentinstructions. Notwithstanding any other provision of this Agreement to the contrary, the non-defaulting Party Seller will not have any right to terminate this Agreement if the default that gave rise to the termination right is cured within the 15 Business Days of receipt of such notice. Further, from and after the date upon which Seller fails to remedy a default within the time periods provided in Section 11.1, and until PacifiCorp has recovered all damages incurred on account of such default by Seller, without exercising its termination right, PacifiCorp may offset its damages against any payment due Seller. Except in circumstances in which a remedy provided for in this Agreement is described as a Party's sole or exclusive remedy, upon termination, the Earliest Termination Datenon-defaulting Party may pursue any and all legal or equitable remedies provided by law, equity or this Agreement (including Section 24.6). The rights contemplated by this Section 11 are cumulative such that the exercise of one or more rights shall not constitute a waiver of any other rights. In the event of a termination of this Agreementhereof: