Common use of Termination Payment Clause in Contracts

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay to the Defaulting Party, within thirty (30) calendar days after the Notice is provided, any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve may be submitted to dispute resolution as provided in Article 10.

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount sum of all amounts owed by the Defaulting Party under this Agreement less any amounts owed by the Non-Defaulting Party to the Defaulting Party under this Agreement, including any Forward Settlement Amount (the “Termination Payment”). The Notice must shall include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment Payment, including the Forward Settlement Amount, together with appropriate supporting documentation. If the Generating Facility is a New CHP Facility, no Forward Settlement Amount is assessed for any Termination Payment due to Buyer as the Non-Defaulting Party by Seller as the Defaulting Party if this Agreement is terminated before the Term Start Date. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) 10 Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Non- Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days 10 Business Days after the Notice is provided, . The Parties shall negotiate to resolve any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to regarding the calculation of the Termination Payment and Forward Settlement Amount. Any disputes which the Parties are unable to resolve through negotiation may be submitted to for resolution through the dispute resolution as provided procedure in Article 10.Ten. *** End of Article Six ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. *** End of ARTICLE SIX *** The contents of this document are subject to restrictions on disclosure as set forth herein. Article Six -- §6.03 Events of Default; Remedies

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay to the Defaulting Party, within thirty (30) calendar days after the Notice is provided, any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve may be submitted to dispute resolution as provided in Article 10.. Reserved

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount sum of all amounts owed by the Defaulting Party under this Agreement less any amounts owed by the Non-Defaulting Party to the Defaulting Party under this Agreement, including any Forward Settlement Amount (the “Termination Payment”). The Notice must shall include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment Payment, including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) 10 Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Non- Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days 10 Business Days after the Notice is provided, . The Parties shall negotiate to resolve any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to regarding the calculation of the Termination Payment and Forward Settlement Amount. Any disputes which the Parties are unable to resolve through negotiation may be submitted to for resolution through the dispute resolution as provided procedure in Article 10.Ten. *** End of Article Six ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. *** End of ARTICLE SIX *** The contents of this document are subject to restrictions on disclosure as set forth herein. Article Six -- §6.02 Events of Default; Remedies

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Non- Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment Disputes which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay to the Defaulting Party, within thirty (30) calendar days after the Notice is provided, any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve may be submitted to dispute resolution as provided in Article 10.. Reserved

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Non- Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation as provided in Article 10.ARTICLE Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount sum of all amounts owed by the Defaulting Party under this Agreement, less any amounts owed by the Non-Defaulting Party to the Defaulting Party (the “Termination Payment”). The Notice must shall include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Settlement AmountPayment, together with appropriate supporting documentation. Such calculation and the amount of the Termination Payment shall comply with the requirements specified in the definition of Termination Payment set forth in Exhibit A. If the Termination Payment amount is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) Business Days after the Notice is provided. If the Termination Payment amount is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay to the Defaulting Party, within thirty (30) calendar days after the Notice is provided, any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve may be submitted to dispute resolution as provided in Article 10.

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Non‐Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Non‐ Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Non‐Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Non‐Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Non‐Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation as provided in Article 10.ARTICLE Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall calculate the sum of all amounts owed by the Defaulting Party under this Agreement, less any amounts owed by the Non-Defaulting Party to the Defaulting Party, including the Forward Settlement Amount (the “Termination Payment”) and provide Notice to the Defaulting Party of the amount of the Termination Paymentthereof. The Notice must shall include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) 10 Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Non- Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar 30 days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation as provided in Article 10Eleven.

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10Twelve. *** End of ARTICLE SIX *** The contents of this document are subject to restrictions on disclosure as set forth herein.

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Settlement AmountPayment, together with appropriate supporting documentation. Such calculation and the amount of the Termination Payment shall comply with the requirements specified in the definition of Termination Payment set forth in Exhibit A. If the Termination Payment amount is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two (2) Business Days after the Notice is provided. If the Termination Payment amount is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay to the Defaulting Party, within thirty (30) calendar days after the Notice is provided, any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve may be submitted to dispute resolution as provided in Article 10.. Reserved

Termination Payment. ‌ As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Non- Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation as provided in Article 10.ARTICLE Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must shall include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10Twelve. *** End of ARTICLE SIX *** The contents of this document are subject to restrictions on disclosure as set forth herein.

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Non- Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment Disputes which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. The contents of this document are subject to restrictions on disclosure as set forth herein. Article Six -- §6.02 Events of Default; Remedies *** End of ARTICLE SIX *** The contents of this document are subject to restrictions on disclosure as set forth herein. Article Six -- §6.03 Events of Default; Remedies

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Defaulting Party shall provide Notice to the Defaulting Party of the amount of the Termination Payment. The Notice must include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Non- Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation as provided in Article 10.ARTICLE Twelve. *** End of ARTICLE SIX ***

Termination Payment. As soon as practicable after an Early Termination Date is declared, the Non-Non- Defaulting Party shall provide Notice to the Defaulting Party of the amount sum of all amounts owed by the Defaulting Party under this Agreement, less any amounts owed by the Non-Defaulting Party to the Defaulting Party (the “Termination Payment”). The Notice must shall include a written statement setting forth, in reasonable detail, the calculation of such Termination Payment including the Forward Settlement Amount, Amount together with appropriate supporting documentation. If the Termination Payment is positive, the Defaulting Party shall pay such amount to the Non-Defaulting Party within two ten (210) Business Days after the Notice is provided. If the Termination Payment is negative (i.e., the Non-Defaulting Party owes the Defaulting Party more than the Defaulting Party owes the Non-Defaulting Party), then the Settlement Amount shall be zero dollars ($0), and the Non-Defaulting Party shall only pay such amount to the Defaulting Party, Party within thirty (30) calendar days after the Notice is provided, . The Parties shall negotiate in good faith to resolve any amounts owed by disputes regarding the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date. If a Party disputes the other Party’s calculation of the Termination Payment, in whole or in part, the disputing Party shall, within two (2) Business Days of receipt of the Party’s calculation of the Termination Payment, provide to the other Party a detailed written explanation of the basis for such dispute. Any disputes as to the calculation of the Termination Payment which that the Parties are unable to resolve through negotiation may be submitted to dispute for resolution through mediation and arbitration as provided in Article 10.Twelve. *** End of ARTICLE SIX ***