Common use of Termination Costs Clause in Contracts

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement LGIA terminates pursuant to Article 2.3.1 2.3 above, the terminating Party Interconnection Customer shall pay all costs incurred or irrevocably committed to be incurred in association with the Interconnection Customer’s interconnection (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) and other expenses, including any Network Upgrades and Distribution Upgrades for which the Participating TO or charges assessed CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the other PartiesInterconnection Customer, as of the date of the other Parties’ receipt of such the notice of termination, that are subject to the responsibility of limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the terminating Party Parties’ rights under this Agreement. In Article 17. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Distribution Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Distribution Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Distribution Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Distribution Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Distribution Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Distribution Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Distribution Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Distribution Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 9.4 of the terminating Party under this Agreement. In LGIP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If a Developer terminates this Agreement, it shall be responsible for all costs incurred in association with that Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 11.4 of the GIDAP. The Interconnection Customer will also be responsible for all costs incurred or irrevocably committed to be incurred in association with the construction of the Participating TO’s Interconnection Facilities (including any cancellation costs relating to orders or contracts for Interconnection Facilities and equipment) and other such expenses, including any Distribution Upgrades for which the Participating TO or CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the Interconnection Customer, as of the date of the other Parties’ receipt of the notice of termination, subject to the limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the Parties’ rights under Article 17. If, as of the date of the other Parties’ receipt of the notice of termination, the Interconnection Customer has not already reimbursed the Participating TO and the CAISO for costs incurred to construct the Participating TO’s Interconnection Facilities, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with the construction of the Participating TO’s Interconnection Facilities, in accordance with Section 11.4 of the GIDAP. If the amount of the Interconnection Financial Security liquidated by the Participating TO under this Article 2.4 is insufficient to compensate the CAISO and the Participating TO for actual costs associated with the construction of the Participating TO’s Interconnection Facilities contemplated in this Article, any additional amounts will be the responsibility of the terminating Party Interconnection Customer, subject to the provisions of Section 11.4 of the GIDAP. Any such additional amounts due from the Interconnection Customer beyond the amounts covered by its Interconnection Financial Security will be due to the Participating TO immediately upon termination of this LGIA in accordance with Section 11.4 of the GIDAP. If the amount of the Interconnection Financial Security exceeds the Interconnection Customer’s cost responsibility under this Agreement. In Section 11.4 of the GIDAP, any excess amount will be released to the Interconnection Customer in accordance with Section 11.4 of the GIDAP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages damages, and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty(ies), as of the date of the other Parties’ such Party’s(ies’) receipt of such notice of termination, that are the responsibility of the terminating Party such Party(ies) under this AgreementLGIA. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementLGIA, unless otherwise ordered or approved by FERCthe Commission: 2.4.1 With respect to any portion of the Connecting Interconnecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, or Distribution Upgrades to the extent covered by this LGIA, that have not yet been constructed or installed, the Connecting Interconnecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Interconnecting Transmission Owner shall deliver such material and equipment, and, if necessary, and to the extent possible, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Interconnecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting either (i) in the case of overpayment, Interconnecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Interconnecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts, or (ii) in the case of underpayment, Interconnection Customer shall promptly pay such amounts still due plus any costs, including penalties incurred by Interconnecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer an Interconnection Customer terminates this AgreementLGIA, it shall be responsible for all costs incurred in association with Developerthat Interconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Network Upgrades for which the Connecting Interconnecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Interconnecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Interconnecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event that this GIA is terminated by Interconnection Customer, Interconnection Customer is responsible for all financial impact that is caused as a result of this termination or the termination of Interconnection Customer’s FCA(s) or MPFCA(s), such financial impact being determined through the financial impact analysis performed in accordance with Section 7.8 of Attachment X. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developerto the extent of Interconnection Customer’s authorization written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer or upgrades not yet constructed, Connecting Transmission Owner shall promptly refund transfer such amounts to DeveloperTransmission Provider, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall Transmission Provider will perform a financial impact analysis in accordance with Section 7.8 of Attachment X to determine the amount that should be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating refunded to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Interconnection Customer. Transmission Owner has incurred expenses and has not been reimbursed by the Developer.Provider shall 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission, Distribution or Generator System, as applicable, to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ ' receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s 's Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s 's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s 's expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, or previous interconnection agreements between Developer and Transmission Owner, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 9.4 of the terminating Party under this AgreementGIP. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall The Interconnection Customer will also be responsible for all costs incurred or irrevocably committed to be incurred in association with Developerthe construction of the Participating TO’s interconnection, Interconnection Facilities (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, ) and other expenses such expenses, including any System Upgrade Facilities and System Deliverability Distribution Upgrades for which the Connecting Transmission Owner Participating TO or CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner mayInterconnection Customer, at its optionas of the date of the other Parties’ receipt of the notice of termination, retain any portion subject to the limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the Parties’ rights under Article 17. If, as of such materialsthe date of the other Parties’ receipt of the notice of termination, equipmentthe Interconnection Customer has not already reimbursed the Participating TO and the CAISO for costs incurred to construct the Participating TO’s Interconnection Facilities, or facilities that Developer chooses not to accept delivery ofthe Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with the construction of the Participating TO’s Interconnection Facilities, in which case Connecting Transmission Owner shall be responsible for all costs associated accordance with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion Section 9.4 of the Attachment Facilities, GIP. If the amount of the Interconnection Financial Security liquidated by the Participating TO under this Article 2.4 is insufficient to compensate the CAISO and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible Participating TO for all actual costs associated with the removalconstruction of the Participating TO’s Interconnection Facilities contemplated in this Article, relocation or other disposition or retirement any additional amounts will be the responsibility of the Interconnection Customer, subject to the provisions of Section 9.4 of the GIP. Any such materials, equipment, or facilities.additional amounts due from the Interconnection Customer beyond the amounts covered by its Interconnection Financial Security will be due to the Participating TO immediately upon termination of this LGIA in accordance with Section

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.of 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities.such

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities 's Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization to the extent of Interconnection Customer's written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities.such

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Developer shall pay be responsible for all costs that are the responsibility of the Developer under this Agreement that are incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the Developer or the other Parties, as of Parties through the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. Such costs include any cancellation costs related to orders or contracts. In the event of termination by a Partythe Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities EPC Services that have not yet been constructed or installedperformed, the Connecting Affected Transmission Owner shall shall, to the extent possible and with Developer’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or cancel contracts for construction ofassociated with the performance of the EPC Services; provided, such facilities; provided however, that in the event Developer elects not to authorize such cancellationcancellation or return, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Affected Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Affected Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Affected Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Affected Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Affected Transmission Owner may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Developer chooses not to accept delivery of, in which case Connecting Affected Transmission Owner shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article‌ 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If a Developer terminates this Agreement, it shall be responsible for all costs incurred in association with that Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating Party Interconnection Customer and Transmission Owner shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the any other PartiesParty, as of the date of the other Parties’ such Party's receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementGIA. In the event of termination by a any Party, all Parties shall use commercially Commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment 's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event of termination that this GIA is terminated by a PartyInterconnection Customer, Interconnection Customer is responsible for all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising financial impact that is caused as a consequence of termination. Upon termination result of this Agreement, unless otherwise ordered termination or approved by FERC:the 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.of 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission, Distribution or Generator System, as applicable, to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementLGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERCLGIA: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementLGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementLGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer an Interconnection Customer terminates this AgreementLGIA, it shall be responsible for all costs incurred in association with Developer’s that Interconnection Customer's interconnection, including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Network Upgrades for which the Connecting Transmission Owner Provider has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 11.4 of the GIDAP. The Interconnection Customer will also be responsible for all costs incurred or irrevocably committed to be incurred in association with the construction of the Participating TO’s Interconnection Facilities (including any cancellation costs relating to orders or contracts for Interconnection Facilities and equipment) and other such expenses, including any Distribution Upgrades for which the Participating TO or CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the Interconnection Customer, as of the date of the other Parties’ receipt of the notice of termination, subject to the limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the Parties’ rights under Article 17. If, as of the date of the other Parties’ receipt of the notice of termination, the Interconnection Customer has not already reimbursed the Participating TO and the CAISO for costs incurred to construct the Participating TO’s Interconnection Facilities, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with the construction of the Participating TO’s Interconnection Facilities, in accordance with Section 11.4 of the GIDAP. If the amount of the Interconnection Financial Security liquidated by the Participating TO under this Article 2.4 is insufficient to compensate the CAISO and the Participating TO for actual costs associated with the construction of the Participating TO’s Interconnection Facilities contemplated in this Article, any additional amounts will be the responsibility of the terminating Party Interconnection Customer, subject to the provisions of Section 11.4 of the GIDAP. Any such additional amounts due from the Interconnection Customer beyond the amounts covered by its Interconnection Financial Security will be due to the Participating TO immediately upon termination of this LGIA in accordance with Section 11.4 of the GIDAP. If the amount of the Interconnection Financial Security exceeds the Interconnection Customer’s cost responsibility under this Agreement. In Section 11.4 of the GIDAP, any excess amount will be released to the Interconnection Customer in accordance with Section 11.4 of the GIDAP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages damages, and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.5 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.5. 2.4.2 With respect to any portion of the Network Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 2.4.3 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Network Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects this Agreement is terminated pursuant to Article 2.3.2 above, the Developer shall be responsible for all costs that are the responsibility of the Developer under this Agreement that are incurred by the Developer or the other Parties through the date the Parties agree in writing to terminate this Agreement pursuant to Article 2.3.1 above, or through the terminating Party shall pay all date of the Developer’s receipt of a notice of termination. Such costs incurred (including include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partytermination, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities EPC Services that have not yet been constructed or installedperformed, the Connecting Transmission Owner shall Affected System Operator shall, to the extent possible and with the Developer’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilitiesthe Affected System Upgrade Facilities; provided that in the event the Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Affected System Operator shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any Affected System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Operator may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner Affected System Operator shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.or 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate (a) Except as otherwise expressly provided in this Agreement pursuant to Article 2.3.1 aboveAgreement, the terminating Party General Partner shall pay reimburse Chesapeake Management for any and all Termination Costs arising out of or in any way connected with or related to claims by a Seconded Employee concerning the termination of employment of such Seconded Employee to the extent such Termination Costs are attributable to actions, omissions or events by the General Partner or its employees that occur during such Seconded Employee’s Period of Secondment (and, in the case of a Removed Employee who is terminated by Chesapeake Management within 90 days after the date on which Chesapeake Management is notified by the General Partner that the employee has become a Removed Employee, such Termination Costs attributable to actions, omissions or events that occur during such 90 day period). Notwithstanding anything contained herein, with respect to the Shared Services Employees, the General Partner shall have no obligation or liability with respect to Termination Costs arising out of or relating to the services provided by such Shared Services Employees to the Chesapeake Entities. (b) As to all Chesapeake Management employees who do not become Seconded Employees, Chesapeake Management shall be solely responsible for any and all Termination Costs, Severance Payments and other severance costs incurred and benefits relating to the employment by Chesapeake Management of such Chesapeake Employees for all periods ending on or before the Transfer Date. (c) Chesapeake Management will indemnify, defend and hold harmless CMV, the MLP, the General Partner and their respective subsidiaries, directors, officers and employees against any and all costs, expenses (including reasonable attorneys’ fees), claims, demands, losses, liabilities, obligations, actions, lawsuits and other proceedings, judgments and awards (each, a “Loss” and collectively, the “Losses” ) arising out of or in any cancellation costs relating way connected with or related to orders or contracts for Attachment Facilities and equipment) or charges assessed claims by a Seconded Employee concerning the termination of employment of such Seconded Employee by Chesapeake Management in the event such termination of employment is effected without the prior written consent of the General Partner, even though such Losses may be caused in part by the other Parties, as negligence of the date General Partner, except to the extent that (i) such Losses arise out of or result from the gross negligence or willful misconduct of the other Parties’ receipt General Partner or (ii) Chesapeake Management terminates such Seconded Employee’s employment as the result of the Seconded Employee’s (X) willful commission of an act of theft, fraud or dishonesty in connection with such Seconded Employee’s Secondment or employment with Chesapeake Management; (Y) willful disclosure of Chesapeake Management’s confidential or proprietary information; or (Z) continued failure or refusal to adhere to Chesapeake Management’s employment policies, including policies prohibiting employment discrimination and harassment, after receiving written notice of any such failure or refusal. (d) Chesapeake Management will indemnify, defend and hold harmless CMV, the MLP, the General Partner and their respective subsidiaries, directors, officers and employees against any and all Losses arising out of or in any way connected with or related to claims by a Seconded Employee concerning the termination of the Secondment of such Seconded Employee by Chesapeake Management without the prior written consent of the General Partner, even though such Losses may be caused in part by the negligence of the General Partner, except to the extent that (i) such Losses arise out of or result from the gross negligence or willful misconduct of the General Partner or (ii) Chesapeake Management terminates such Seconded Employee’s Secondment as the result of the Seconded Employee’s (X) willful commission of an act of theft, fraud or dishonesty in connection with the Seconded Employee’s Secondment or employment with Chesapeake Management; (Y) willful disclosure of Chesapeake Management’s confidential or proprietary information; or (Z) continued failure or refusal to adhere to Chesapeake Management’s employment policies, including policies prohibiting employment discrimination and harassment, after receiving written notice of termination, that are the responsibility of the terminating Party under this Agreementany such failure or refusal. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts This indemnity does not apply to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination any Removed Employee. (e) For purposes of this Agreement, unless otherwise ordered “Termination Costs” shall mean all liabilities incurred in connection with or approved by FERC: 2.4.1 With respect to any portion arising out of the Connecting Transmission Owner’s Attachment Facilities termination of employment (whether actual or constructive) with Chesapeake Management of any Seconded Employee, including liabilities relating to or arising out of any claim of discrimination or other illegality in connection with such termination, including cost of defense of such claims, but excluding Severance Payments, provided, that have “Termination Costs” shall not yet been constructed or installed, the Connecting Transmission Owner shall include any amount to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, that such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders amount arises out of or return such materialsresults from the gross negligence or willful misconduct of Chesapeake Management or any Affiliate of Chesapeake Management (other than CMV, equipmentthe General Partner, the MLP or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developerof their subsidiaries). 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 11.4 of the GIDAP. The Interconnection Customer will also be responsible for all costs incurred or irrevocably committed to be incurred in association with the construction of the Participating TO’s Interconnection Facilities (including any cancellation costs relating to orders or contracts for Interconnection Facilities and equipment) and other such expenses, including any Distribution Upgrades for which the Participating TO or CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the Interconnection Customer, as of the date of the other Parties’ receipt of the notice of termination, subject to the limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the Parties’ rights under Article 17. If, as of the date of the other Parties’ receipt of the notice of termination, the Interconnection Customer has not already reimbursed the Participating TO and the CAISO for costs incurred to construct the Participating TO’s Interconnection Facilities, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with the construction of the Participating TO’s Interconnection Facilities, in accordance with Section 11.4 of the GIDAP. If the amount of the Interconnection Financial Security liquidated by the Participating TO under this Article 2.4 is insufficient to compensate the CAISO and the Participating TO for actual costs associated with the construction of the Participating TO’s Interconnection Facilities contemplated in this Article, any additional amounts will be the responsibility of the terminating Party Interconnection Customer, subject to the provisions of Section 11.4 of the GIDAP. Any such additional amounts due from the Interconnection Customer beyond the amounts covered by its Interconnection Financial Security will be due to the Participating TO immediately upon termination of this LGIA in accordance with Section 11.4 of the GIDAP. If the amount of the Interconnection Financial Security exceeds the Interconnection Customer’s cost responsibility under this Agreement. In Section 11.4 of the GIDAP, any excess amount will be released to the Interconnection Customer in accordance with Section 11.4 of the GIDAP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.5 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.5. 2.4.2 With respect to any portion of the Network Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 2.4.3 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Network Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are is the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for of construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case the Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, equipment or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement prior to the In-Service Date pursuant to Article 2.3.1 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the Transmission Developer or the other Parties, as of Parties through the date of the other Parties’ receipt of such the Transmission Developer’s notice of termination, that are termination or notice of its intent not to proceed with the responsibility of the terminating Party under this AgreementTransmission Project. Such costs include any cancellation costs relating to orders or contracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.6 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.6. With respect to any portion of the Transmission Project or Network Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.6 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such SERVICE AGREEMENT NO. 2472 material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities Transmission Project or Network Upgrade Facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementLGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementLGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all both Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects this Agreement is terminated pursuant to Article 2.3.2 above, the Developer shall be responsible for all costs that are the responsibility of the Developer under this Agreement that are incurred by the Developer or the other Parties through the date the Parties agree in writing to terminate this Agreement pursuant to Article 2.3.1 above, or through the terminating Party shall pay all date of the Developer’s receipt of a notice of termination. Such costs incurred (including include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) concerning the EPC Services or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementAffected System Upgrade Facilities. In the event of termination by a Partytermination, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities EPC Services that have not yet been constructed or installedperformed, the Connecting Transmission Owner shall Developer shall, to the extent possible and with Developerthe Affected System Operator’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilitiesthe Affected System Upgrade Facilities; provided that in the event Developer the Affected System Operator elects not to authorize such cancellation, Developer Affected System Operator shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Developer shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Affected System Operator as soon as practicable, at DeveloperAffected System Operator’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Developer Affected System Operator chooses not to accept delivery of, in which case Connecting Transmission Owner Developer shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event that this GIA is terminated by Interconnection Customer, Interconnection Customer is responsible for all financial impact that is caused as a result of this termination or the termination of Interconnection Customer’s FCA(s) or MPFCA(s), such financial impact being determined through the financial impact analysis performed in accordance with Section 7.8 of Attachment X. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developerto the extent of Interconnection Customer’s authorization written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer or upgrades not yet constructed, Connecting Transmission Owner shall promptly refund transfer such amounts to DeveloperTransmission Provider, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. Transmission Provider will perform a financial impact analysis in accordance with Section 7.8 of Attachment X to determine the amount that should be refunded to Interconnection Customer. Transmission Provider shall refund such remaining amounts to Interconnection Customer, less the amount of Automatic Withdrawal Penalty funds received by the Interconnection Customer in accordance with Section 7.8.1 of the Attachment X and less any financial impact caused by the termination of this GIA or Interconnection Customer’s FCA(s) or MPFCA(s), as determined through the analysis performed in accordance with Section 7.8 of Attachment X. If Developer Interconnection Customer made its payment(s) through a letter of credit, surety bond, or parental guarantee, Transmission Owner will draw against that letter of credit, surety bond, or parental guarantee in an amount determined through the analysis performed in accordance with Section 7.8 of Attachment X plus the amount of any Automatic Withdrawal Penalty funds received by the Interconnection Customer in accordance with Section 7.8.1 of the Attachment X, and transfer that amount to Transmission Provider, unless Interconnection Customer funds the financial impact through another means. If an Interconnection Customer terminates this AgreementGIA, it shall be responsible for all costs incurred in association with Developerthat Interconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades upgrades or related equipment for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission, Distribution or Generator System, as applicable, to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities. Disconnection. Upon termination of this Agreement, Developer and Connecting Transmission Owner will take all appropriate steps to disconnect the Developer’s Large Generating Facility from the New York State Transmission System. All costs required to effectuate such disconnection shall be borne by the terminating Party, unless such termination resulted from the non-terminating Party’s Default of this Agreement or such non-terminating Party otherwise is responsible for these costs under this Agreement.

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are is the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all both Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer Interconnection Customer terminates this Agreement, it shall be responsible for all costs incurred in association with DeveloperInterconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementSGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementSGIA, unless otherwise ordered or approved by FERCthe Commission: 2.4.1 With respect to any portion of the Connecting Transmission OwnerProvider’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementSGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement LGIA terminates pursuant to Article 2.3.1 2.3 above, the terminating Party Interconnection Customer shall pay all costs incurred or irrevocably committed to be incurred in association with the Interconnection Customer’s interconnection (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) and other expenses, including any Network Upgrades and Distribution Upgrades for which the Participating TO or charges assessed ISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the other PartiesInterconnection Customer, as of the date of the other Parties’ receipt of such the notice of termination, that are subject to the responsibility of limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the terminating Party Parties’ rights under this Agreement. In Article 17. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 9.4 of the terminating Party under this Agreement. In GIP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 9.4 of the GIP. The Interconnection Customer will also be responsible for all costs incurred or irrevocably committed to be incurred in association with the construction of the Participating TO’s Interconnection Facilities (including any cancellation costs relating to orders or contracts for Interconnection Facilities and equipment) and other such expenses, including any Distribution Upgrades for which the Participating TO or CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the Interconnection Customer, as of the date of the other Parties’ receipt of the notice of termination, subject to the limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the Parties’ rights under Article 17. If, as of the date of the other Parties’ receipt of the notice of termination, the Interconnection Customer has not already reimbursed the Participating TO and the CAISO for costs incurred to construct the Participating TO’s Interconnection Facilities, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with the construction of the Participating TO’s Interconnection Facilities, in accordance with Section 9.4 of the GIP. If the amount of the Interconnection Financial Security liquidated by the Participating TO under this Article 2.4 is insufficient to compensate the CAISO and the Participating TO for actual costs associated with the construction of the Participating TO’s Interconnection Facilities contemplated in this Article, any additional amounts will be the responsibility of the terminating Party Interconnection Customer, subject to the provisions of Section 9.4 of the GIP. Any such additional amounts due from the Interconnection Customer beyond the amounts covered by its Interconnection Financial Security will be due to the Participating TO immediately upon termination of this LGIA in accordance with Section 9.4 of the GIP. If the amount of the Interconnection Financial Security exceeds the Interconnection Customer’s cost responsibility under this Agreement. In Section 9.4 of the GIP, any excess amount will be released to the Interconnection Customer in accordance with Section 9.4 of the GIP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.case

Termination Costs. If a Party elects to terminate this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty(ies), as of the date of the other Parties’ such Party’s(ies’) receipt of such notice of termination, that are the responsibility of the terminating Party such Party(ies) under this AgreementLGIA. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementLGIA, unless otherwise ordered or approved by FERCthe Commission: 2.4.1 With respect to any portion of the Connecting Interconnecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, or Distribution Upgrades to the extent covered by this LGIA, that have not yet been constructed or installed, the Connecting Interconnecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Interconnecting Transmission Owner shall deliver such material and equipment, and, if necessary, and to the extent possible, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Interconnecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting either (i) in the case of overpayment, Interconnecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Interconnecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts, or (ii) in the case of underpayment, Interconnection Customer shall promptly pay such amounts still due plus any costs, including penalties incurred by Interconnecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer an Interconnection Customer terminates this AgreementLGIA, it shall be responsible for all costs incurred in association with Developerthat Interconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Network Upgrades for which the Connecting Interconnecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Interconnecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Interconnecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects this Agreement is terminated pursuant to Article 2.3.2 above, the Developer shall be responsible for all costs that are the responsibility of the Developer under this Agreement that are incurred by the Developer or the other Parties through the date the Parties agree in writing to terminate this Agreement pursuant to Article 2.3.1 above, or through the terminating Party shall pay all date of the Developer’s receipt of a notice of termination. Such costs incurred (including include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partytermination, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 . With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities EPC Services that have not yet been constructed or installedperformed, the Connecting Transmission Owner shall Developer shall, to the extent possible and with Developerthe Affected System Operator’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilitiesthe Affected System Upgrade Facilities; provided that in the event Developer the Affected System Operator elects not to authorize such cancellation, Developer Affected System Operator shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Developer shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Affected System Operator as soon as practicable, at DeveloperAffected System Operator’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Developer Affected System Operator chooses not to accept delivery of, in which case Connecting Transmission Owner Developer shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all both Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.Connecting 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementLGIA. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC:of 2.4.1 With respect to any portion of the Connecting Transmission OwnerProvider’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article‌ 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities.with 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 11.4 of the terminating Party under this Agreement. In GIDAP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages damages, and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.the 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If Immediately upon the other Parties’ receipt of a Party elects to terminate notice of the termination of this Agreement LGIA pursuant to Article 2.3.1 2.3 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities CAISO and equipment) or charges assessed by the other PartiesParticipating TO will determine the total cost responsibility of the Interconnection Customer. If, as of the date of the other Parties’ receipt of such the notice of termination, that are the Interconnection Customer has not already paid its share of Network Upgrade costs, as set forth in Appendix G to this LGIA, the Participating TO will liquidate the Interconnection Customer’s Interconnection Financial Security associated with its cost responsibility for Network Upgrades, in accordance with Section 11.4 of the terminating Party under this Agreement. In GIDAP. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages damages, and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including includingTransmission Developer shall be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a PartyPartythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.5 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.5. 2.4.2 2.4.1 With respect to any portion of the Connecting Transmission Owner’s AttachmentNetwork Upgrade Facilities that havehas not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.3 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.4 2.4.3 With respect to any portion of the Attachment AttachmentNetwork Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3.2 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Affected System Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the Connecting manner described in Article 6.3 of this Agreement, Transmission Owner Developer shall forfeit any remaining Security in accordance with the requirements in Article 6.3. 2.4.2 With respect to any portion of the Affected System Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 6.3 of this Agreement, the Affected System Operator shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Affected System Operator shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner Affected System Operator for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner Affected System Operator shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner Affected System Operator to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner 2.4.3 Affected System Operator may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities.case 2.4.3 2.4.4 With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.to

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties the other Party shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all both Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner National Grid shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner National Grid shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner National Grid for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner National Grid shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner National Grid to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner National Grid may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner National Grid shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.,

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3.2 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Affected System Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the Connecting manner described in Article 6.3 of this Agreement, Transmission Owner Developer shall forfeit any remaining Security in accordance with the requirements in Article 6.3. 2.4.2 With respect to any portion of the Affected System Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 6.3 of this Agreement, the Affected System Operator shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Affected System Operator shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner Affected System Operator for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner Affected System Operator shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner Affected System Operator to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner 2.4.3 Affected System Operator may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner SERVICE AGREEMENT NO. 2635 Affected System Operator shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or to return such materials, equipment, or contracts. If Developer Interconnection Customer terminates this Agreement, it shall be responsible for all costs incurred in association with DeveloperInterconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC:to 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Distribution Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Distribution Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Distribution Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Distribution Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Distribution Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Distribution Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Distribution Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Distribution Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developerto the extent of Interconnection Customer’s authorization written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities.. If 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission, Distribution or Generator System, as applicable, to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If a Developer terminates this Agreement, it shall be responsible for all costs incurred in association with that Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting . Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event that this GIA is terminated by Interconnection Customer, Interconnection Customer is responsible for all financial impact that is caused as a result of this termination or the termination of Interconnection Customer’s FCA(s) or MPFCA(s), such financial impact being determined through the financial impact analysis performed in accordance with Section 7.8 of Attachment X. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developerto the extent of Interconnection Customer’s authorization written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer or upgrades not yet constructed, Connecting Transmission Owner shall promptly refund transfer such amounts to DeveloperTransmission Provider, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. Transmission Provider will perform a financial impact analysis in accordance with Section 7.8 of Attachment X to determine the amount that should be refunded to Interconnection Customer. Transmission Provider shall refund such remaining amounts to Interconnection Customer, less any financial impact caused by the termination of this GIA or Interconnection Customer’s FCA(s) or MPFCA(s), as determined through the analysis performed in accordance with Section 7.8 of Attachment X. If Developer Interconnection Customer made its payment(s) through a letter of credit, surety bond, or parental guarantee, Transmission Owner will draw against that letter of credit, surety bond, or parental guarantee in an amount determined through the analysis performed in accordance with Section 7.8 of Attachment X, and transfer that amount to Transmission Provider, unless Interconnection Customer funds the financial impact through another means. If an Interconnection Customer terminates this AgreementGIA, it shall be responsible for all costs incurred in association with Developerthat Interconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades upgrades or related equipment for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission, Distribution or Generator System, as applicable, to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement LGIA terminates pursuant to Article 2.3.1 2.3 above, the terminating Party Interconnection Customer shall pay all costs incurred or irrevocably committed to be incurred in association with the Interconnection Customer’s interconnection (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) and other expenses, including any Network Upgrades and Distribution Upgrades for which the Participating TO or charges assessed CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed by the other PartiesInterconnection Customer, as of the date of the other Parties’ receipt of such the notice of termination, that are subject to the responsibility of limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the terminating Party Parties’ rights under this Agreement. In Article 17. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.penalties, 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ ' receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s 's Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s 's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s 's expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If a Developer terminates this Agreement, it shall be responsible for all costs incurred in association with that Developer’s 's interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, or previous interconnection agreements between Developer and Transmission Owner, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner National Grid shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner National Grid shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner National Grid for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner National Grid shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner National Grid to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner National Grid has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner National Grid may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner National Grid shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to this Article 2.3.1 above14, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Connection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 14.5.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Connection Facilities and any upgrades that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, return any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer MHVDC Connection Customer elects not to authorize such cancellation, Developer MHVDC Connection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer MHVDC Connection Customer as soon as practicable, at Developer’s MHVDC Connection Customer's expense. To the extent that Developer MHVDC Connection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperMHVDC Connection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperMHVDC Connection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer MHVDC Connection Customer terminates this Agreement, it shall be responsible for all costs incurred in association with Developerthat MHVDC Connection Customer’s interconnectionconnection, including any cancellation costs relating to orders or contracts for Attachment Connection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades upgrades or related equipment for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperMHVDC Connection Customer. 2.4.2 Connecting 14.5.2 Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer MHVDC Connection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then MHVDC Connection Customer shall be responsible for such costs. 2.4.3 14.5.3 With respect to any portion of the Attachment Facilities, Connection Facilities and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer MHVDC Connection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission System to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties the other Party shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.. 10

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner National Grid shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner National Grid shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner National Grid for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner National Grid shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner National Grid to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner National Grid has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner National Grid may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner National Grid shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.. SERVICE AGREEMENT NO. 1757

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner 2.4.2 With respect to any portion of the Network Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization and the consent of the NYISO cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 2.4.3 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Network Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.SERVICE AGREEMENT NO. 2795 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developerto the extent of Interconnection Customer’s authorization written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer an Interconnection Customer terminates this AgreementGIA, it shall be responsible for all costs incurred in association with Developerthat Interconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades upgrades or related equipment for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the DeveloperInterconnection Customer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities, and such other expenses actually incurred by Transmission Owner necessary to return the Transmission, Distribution or Generator System, as applicable, to safe and reliable operation.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement is terminated pursuant to Article 2.3.1 2.3.2 above, the terminating Party Developers shall pay be responsible for all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party Developers under this Agreement that are incurred by the Developers or other Parties through the date the Parties agree in writing to terminate this Agreement. Such costs shall be allocated among the Developers using the same methodology as set forth in Article 6 regarding each Developer’s responsibility for the costs of the EPC Services, subject to the Developer Common SUF Cost Cap. Such costs include any cancellation costs related to orders or contracts. In the event of termination by a Partytermination, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities EPC Services that have not yet been constructed or installedperformed, the Connecting Affected Transmission Owner shall shall, to the extent possible and with each Developer’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or cancel any contracts for construction ofassociated with the performance of the EPC Services; provided, such facilities; provided however, that in the event a Developer elects not to authorize such cancellation, that Developer shall assume all payment obligations obligations, including reimbursing the other Developers for any payments they have already made, with respect to such materials, equipment, and contracts, and the Connecting Affected Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to the Developer as soon as practicable, at the Developer’s expense. To the extent that Developer has Developers have already paid Connecting Affected Transmission Owner for any or all such costs of materials or equipment not taken by a Developer, Connecting Affected Transmission Owner shall promptly refund such amounts to DeveloperDevelopers, less any costs, including penalties incurred by the Connecting Affected Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting The Affected Transmission Owner may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that the Developer chooses not to accept delivery of, in which case Connecting that Affected Transmission Owner shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer Developers shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilitiesfacilities subject to each Developer’s Invoice Share identified in Appendix A. Such costs shall be allocated among the Developers using the same methodology as set forth in Article 6 regarding each Developer’s responsibility for the costs of the EPC Services.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the SERVICE AGREEMENT NO. 2612 Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination, or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.5 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.5. 2.4.2 With respect to any portion of the Network Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 2.4.3 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Network Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer SERVICE AGREEMENT NO. 2611 or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination, or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.5 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.5. 2.4.2 With respect to any portion of the Network Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 2.4.3 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Network Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or to return such materials, equipment, or contracts. If Developer Interconnection Customer terminates this Agreement, it shall be responsible for all costs incurred in association with DeveloperInterconnection Customer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Interconnection Customer. Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementLGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementLGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.promptly 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.SERVICE AGREEMENT NO. 2710

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including includingTransmission Developer shall be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a PartyPartythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC:: With respect to any portion of the Network Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the manner described in Article 11.5 of this Agreement, Transmission Developer shall forfeit any remaining Security in accordance with the requirements in Article 11.5. 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment AttachmentNetwork Upgrade Facilities that have havehas not yet been constructed or installedinstalled and is not being relied upon by other projects in the manner described in Article 11.5 of this Agreement, the Connecting Transmission Owner shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment AttachmentNetwork Upgrade Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s Service Agreement No. 1702 authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 0 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all both Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.Connecting 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement LGIA terminates pursuant to Article 2.3.1 2.3 above, the terminating Party Interconnection Customer shall pay all costs incurred (including any cancellation costs relating or irrevocably committed to be incurred in association with WKH ,QWHUFRQQHFWLRQ &XVuWdRingPaHnyUc¶anVce llaLtioQn WcoHstsUrFelaRtinQgQtoHFWLRQ LQ orders or contracts for Attachment Interconnection Facilities and equipment) and other expenses, including any Network Upgrades and Distribution Upgrades for which the Participating TO or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of CAISO has incurred expenses or has irrevocably committed to incur expenses and has not been reimbursed E\ WKH ,QWHUFRQQHFWLRQ &XVWRPHU DV RI WKH GDWH RI termination, that are subject to the responsibility of limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall OLPLW WKH 3DUWLHV¶ ULJKWV XQGHU $UWLFOH 2.4.1 Notwithstanding the terminating Party under this Agreement. In foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERCWHUPLQDWLRQ : 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment LWK UHVSHFW WR DQ\ SRUWLRQ R Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement prior to the In-Service Date pursuant to Article 2.3.1 2.3.2 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date of the non-terminating Party’s or Parties’ receipt of notice of termination under Article 2.3.2. Such costs include any cancellation SERVICE AGREEMENT NO. 2476 costs relating to orders or contracts for Attachment Facilities the Affected System Upgrade Facilities, and equipment) or charges assessed other reasonable expenses related to this Agreement for which the Affected System Operator has incurred costs and has not been reimbursed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementTransmission Developer. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Network Upgrade Facilities 1.B that have has not yet been constructed or installed, but that is being relied upon by other projects in the Connecting manner described in Article 6.3 of this Agreement, Transmission Owner Developer shall forfeit any remaining Security in accordance with the requirements in Article 6.3. With respect to any portion of the Affected System Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 6.3 of this Agreement, the Affected System Operator shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Affected System Operator shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner Affected System Operator for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner Affected System Operator shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner Affected System Operator to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any Affected System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Operator may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner Affected System Operator shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.such

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party Developer shall pay be responsible for all costs that are the responsibility of the Developer under this Agreement that are incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the Developer or the other Parties, as of Parties through the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. Such costs include any cancellation costs related to orders or contracts. In the event of termination by a Partythe Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities EPC Services that have not yet been constructed or installedperformed, the Connecting Affected Transmission Owner shall shall, to the extent possible and with Developer’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or cancel contracts for construction ofassociated with the performance of the EPC Services; provided, such facilities; provided however, that in the event Developer elects not to authorize such cancellationcancellation or return, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Affected Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Affected Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Affected Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Affected Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Affected Transmission Owner may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Developer chooses not to accept delivery of, in which case Connecting Affected Transmission Owner shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty(ies), as of the date of the other Parties’ such Party’s(ies’) receipt of such notice of termination, that are the responsibility of the terminating Party such Party(ies) under this AgreementLGIA. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementLGIA, unless otherwise ordered or approved by FERCthe Commission: 2.4.1 With respect to any portion of the Connecting Interconnecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, or Distribution Upgrades to the extent covered by this Agreement, that have not yet been constructed or installed, the Connecting Interconnecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Interconnecting Transmission Owner shall deliver such material and equipment, and, if necessary, and to the extent possible, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Interconnecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting either (i) in the case of overpayment, Interconnecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Interconnecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.or

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC:‌ 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties SERVICE AGREEMENT NO. 2475 shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 : With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement QF-LGIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred on its behalf (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party's receipt of such notice of termination, that are the responsibility of the terminating Terminating Party under this AgreementQF- LGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementQF-LGIA, unless otherwise ordered or approved by FERCthe OPUC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Provider's Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Provider shall to the extent possible and with Developer’s Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Provider shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at Developer’s Interconnection Customer's expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner Provider for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner Provider shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner Provider to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner Provider may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner Provider shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementQF-LGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are is the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all both Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement LGIA terminates pursuant to Article 2.3.1 2.3 above, the terminating Party Interconnection Customer shall pay all costs incurred or irrevocably committed to be incurred in association with the Interconnection Customer’s interconnection (including any cancellation costs relating to orders or contracts for Attachment Interconnection Facilities and equipment) or charges assessed by the and other Partiesexpenses, as of the date of the other Parties’ receipt of such the notice of termination, that are subject to the responsibility of limitations set forth in this Article 2.4. Nothing in this Article 2.4 shall limit the terminating Party Parties’ rights under this Agreement. In Article 17. 2.4.1 Notwithstanding the foregoing, in the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission OwnerParticipating TO’s Attachment Interconnection Facilities that have not yet been constructed or installed, the Connecting Transmission Owner Participating TO shall to the extent possible and with Developer’s the Interconnection Customer's authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer the Interconnection Customer elects not to authorize such cancellation, Developer the Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Participating TO shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer the Interconnection Customer as soon as practicable, at Developer’s the Interconnection Customer's expense. To the extent that Developer the Interconnection Customer has already paid Connecting Transmission Owner the Participating TO for any or all such costs of materials or equipment not taken by Developerthe Interconnection Customer, Connecting Transmission Owner the Participating TO shall promptly refund such amounts to Developerthe Interconnection Customer, less any costs, including penalties penalties, incurred by the Connecting Transmission Owner Participating TO to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner The Participating TO may, at its option, retain any portion of such materials, equipment, or facilities that Developer the Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner the Participating TO shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementLGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer elects not to authorize such cancellation, Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer.Connecting 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.

Termination Costs. If a Party elects electsthis Agreement is terminated pursuant to Article 2.3.2 above, the Developer shall be responsible for all costs that are the responsibility of the Developer under this Agreement that are incurred by the Developer or the other Parties through the date the Parties agree in writing to terminate this Agreement pursuant to Article 2.3.1 above, the terminating Party shall pay all costs incurred (including includingor through the date of the Developer’s receipt of a notice of termination. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 . With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities FacilitiesEPC Services that have not yet been constructed or installed, the Connecting Transmission Owner shall Ownerperformed, the Developer shall, to the extent possible and with DeveloperDeveloper’sthe Affected System Operator’s authorization authorization, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilitiesfacilitiesthe Affected System Upgrade Facilities; provided that in the event Developer Developerthe Affected System Operator elects not to authorize such cancellation, Developer DeveloperAffected System Operator shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner OwnerDeveloper shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer DeveloperAffected System Operator as soon as practicable, at Developer’s expense. To the extent that Developer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by Developer, Connecting Transmission Owner shall promptly refund such amounts to Developer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts.Affected System Operator’s expense. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 . Connecting Transmission Owner OwnerDeveloper may, at its option, retain any portion of such materials, or equipment, or facilities that Developer that Affected System Operator chooses not to accept delivery of, in which case Connecting Transmission Owner OwnerDeveloper shall be responsible for all costs associated with procuring such materials, or equipment, or facilities. 2.4.3 . With respect to any portion of the Attachment Facilities, and any other facilities facilitiesEPC Services already installed or constructed constructedperformed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.

Termination Costs. If a Party elects to terminate this Agreement GIA pursuant to Article 2.3.1 2.3 above, the terminating each Party shall pay all costs incurred for which that Party is responsible (including any cancellation costs relating to orders or contracts for Attachment Facilities Interconnection Facilities, applicable upgrades, and related equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this AgreementGIA. In the event of termination by a Party, all the Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this AgreementGIA, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities Interconnection Facilities, Network Upgrades, System Protection Facilities, Distribution Upgrades, Generator Upgrades, and if so determined and made a part of this GIA, upgrades on Affected Systems, that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with Developerto the extent of Interconnection Customer’s authorization written notice under Article 2.3.1, cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. If Transmission Owner does not so elect, then Interconnection Customer shall be responsible for such costs. 2.4.3 With respect to any portion of the Attachment Interconnection Facilities, and any other facilities already installed or constructed pursuant to the terms of this AgreementGIA, Developer Interconnection Customer shall be responsible for all costs associated with the removal, relocation relocation, reconfiguration or other disposition or retirement of such materials, equipment, or facilities.such

Termination Costs. If a Party elects to terminate this Agreement pursuant to Article Article 2.3.1 above, the terminating Party shall pay all costs incurred (including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other PartiesParty, as of the date of the other Parties’ Party’s receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreement. In the event of termination by a Party, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Facilities that have not yet been constructed or installed, the Connecting Transmission Owner shall to the extent possible and with DeveloperInterconnection Customer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Developer Interconnection Customer elects not to authorize such cancellation, Developer Interconnection Customer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner shall deliver such material and equipment, and, if necessary, assign such contracts, to Developer Interconnection Customer as soon as practicable, at DeveloperInterconnection Customer’s expense. To the extent that Developer Interconnection Customer has already paid Connecting Transmission Owner for any or all such costs of materials or equipment not taken by DeveloperInterconnection Customer, Connecting Transmission Owner shall promptly refund such amounts to DeveloperInterconnection Customer, less any costs, including penalties incurred by the Connecting Transmission Owner to cancel any pending orders of or to return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner may, at its option, retain any portion of such materials, equipment, or facilities that Developer Interconnection Customer chooses not to accept delivery of, in which case Connecting Transmission Owner shall be responsible for all costs associated with procuring such materials, equipment, or facilities. 2.4.3 With respect to any portion of the Attachment Facilities, and any other facilities already installed or constructed pursuant to the terms of this Agreement, Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such materials, equipment, or facilities.this

Termination Costs. ‌ If a Party elects to terminate this Agreement pursuant to Article 2.3.1 2.3.2 above, the terminating Party Transmission Developer shall pay be responsible for all costs that are the responsibility of the Transmission Developer under this Agreement that are incurred (including by the Transmission Developer or the other Parties through the date, as applicable, of the other Parties’ receipt of a Party’s notice of termination or of the Parties’ mutual agreement to terminate the agreement. Such costs include any cancellation costs relating to orders or contracts for Attachment Facilities and equipment) or charges assessed by the other Parties, as of the date of the other Parties’ receipt of such notice of termination, that are the responsibility of the terminating Party under this Agreementcontracts. In the event of termination by a Partythe Transmission Developer, all Parties shall use commercially Reasonable Efforts to mitigate the costs, damages and charges arising as a consequence of termination. Upon termination of this Agreement, unless otherwise ordered or approved by FERC: 2.4.1 With respect to any portion of the Connecting Transmission Owner’s Attachment Affected System Upgrade Facilities that have not yet been constructed or installed, but that is being relied upon by other projects in the Connecting manner described in Article 6.3 of this Agreement, Transmission Owner Developer shall forfeit any remaining Security in accordance with the requirements in Article 6.3. 2.4.2 With respect to any portion of the Affected System Upgrade Facilities that has not yet been constructed or installed and is not being relied upon by other projects in the manner described in Article 6.3 of this Agreement, the Affected System Operator shall to the extent possible and with Transmission Developer’s authorization cancel any pending orders of, or return, any materials or equipment for, or contracts for construction of, such facilities; provided that in the event Transmission Developer elects not to authorize such cancellation, Transmission Developer shall assume all payment obligations with respect to such materials, equipment, and contracts, and the Connecting Transmission Owner Affected System Operator shall deliver such material and equipment, and, if necessary, assign such contracts, to Transmission Developer as soon as practicable, at Transmission Developer’s expense. To the extent that Transmission Developer has already paid Connecting Transmission Owner Affected System Operator for any or all such costs of materials or equipment not taken by Transmission Developer, Connecting Transmission Owner Affected System Operator shall promptly refund such amounts to Transmission Developer, less any costs, including penalties incurred by the Connecting Transmission Owner Affected System Operator to cancel any pending orders of or return such materials, equipment, or contracts. If Developer terminates this Agreement, it shall be responsible for all costs incurred in association with Developer’s interconnection, including any cancellation costs relating to orders or contracts for Attachment Facilities and equipment, and other expenses including any System Upgrade Facilities and System Deliverability Upgrades for which the Connecting Transmission Owner has incurred expenses and has not been reimbursed by the Developer. 2.4.2 Connecting Transmission Owner 2.4.3 Affected System Operator may, at its option, retain any portion of such materials, equipment, materials or facilities equipment that Transmission Developer chooses not to accept delivery of, in which case Connecting Transmission Owner Affected System Operator shall be responsible for all costs associated with procuring such materials, materials or equipment, or facilities. 2.4.3 2.4.4 With respect to any portion of the Attachment Facilities, and any other facilities EPC Services already installed or constructed performed pursuant to the terms of this Agreement, Transmission Developer shall be responsible for all costs associated with the removal, relocation or other disposition or retirement of such related materials, equipment, or facilities.