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Clean Energy Project Agreement 1264 Energy Lane Saint Paul, MN 55108 800.620.3370 AllEnergySolar.com 2 7. Security Interest in Equipment. Customer agrees the Contractor has a security interest in all equipment and other materials included in the Clean Energy Project to secure amounts due and payable under this Contract and that Contractor has the right to file a UCC-1 covering the Clean Energy Project to give public notice of its security interest. Such security interest shall automatically terminate upon Customer’s payment in full of all amounts due under this Contract. 8. Construction Lien. The law of your state gives Contractor the right to file liens (typically referred to as construction liens or mechanics liens) against the Property in the event that Customer does not pay for the Clean Energy Project as agreed under this Contract. 9. Payment: Payment to Contractor may be made by cash, check or wire transfer. Payment by credit card, if accepted by Contractor, may result in Customer being charged any associated processing fees. If, subsequent to the execution of this Contract, a chan ge occurs to any law, ordinance, rule, or regulation which materially affects Contractor's work, then Contractor shall notify Customer in writing of such change and Contractor will be entitled to an equitable adjustment in the Contract Price and the d ate of Substantial Completion. 10. Financial Assurances: Prior to commencement of work, and at each stage anticipated thereafter, Contractor shall have the right to request reasonable assurances that Customer can fulfill its financial obligations hereunder. If the evidence of financial arrangements is not satisfactory to Contractor, then Contractor may stop work hereunder until such financial assurance is provided or may terminate this Contract with written notice to Customer and Contractor will be entitled to any unrecoverable costs in the event of this termination. 11. Project Start and Completion Date Estimates. Contractor shall commence the work to be performed under this Contract within 90 days after execution of this Contract. For purposes of this Section “commencing work” sha ll refer to beginning the engineering and other work to enable the Project to proceed. Customer understands that on-site work cannot begin until after utility approval of the interconnection application for the Clean Energy Project. Customer further understands that substantial completion of the Clean Energy Project, so it can be used for its intended purpose, depends upon a number of circumstances beyond Contractor’s control. While Contractor intends to pursue the work in a commercially reasonable manner, Customer understands and acknowledges that, unless expressly stated otherwise in this Contract, any commencement dates and completion dates provided by Contractor are only estimates and subject to change based upon actual circumstances, including without l imitation, Permissible Delays described in Section 12, availability of materials and labor, approval and inspection by third parties, Contractor’s workload and other circumstances that may affect Contractor’s scheduling and ability to commence and complete the work described in this Contract. 12. Permissible Delays. Notwithstanding the foregoing, Contractor shall be excused from any delay in the commencement and completion of the Work to be performed under this Contract due to acts or omissions of Customer or o f Customer’s agents, employees or independent contractors, actions or omissions of governmental agencies (including the denial or cancellation of any necessary license or permit for the project), changes required to the project due to unanticipated circums tances, latent physical conditions at the Property, Customer’s requests, Customer’s failure to make progress payments promptly, and all causes beyond Contractor’s reasonable control, including, but not limited to, acts of God, fires, weather -related delays, government restrictions, material shortages, embargoes, labor disputes, pandemics and their consequences, or acts of war (collectively, “Permissible Delays”). 13. Termination by Contractor due to Impossibility of Performance. In the event the events giving rise to Permissible Delays continue for more than ninety days and Contractor reasonably concludes that such Permissible Delays are likely to continue and prevent Contractor from completing the Clean Energy Project, Contractor shall be entitled to terminate this Contract upon 10 days written notice to Customer. In the event of such termination, if the cost of the work performed by Contractor exceeds the amount of payments received from the Customer, then Customer shall reimburse Contractor for the unpaid work. If the cost of the work performed by Contractor at the time of termination is less than the amounts paid by Customer, then Contractor wil l refund the excess payments to Customer. 14. Substitution of Equipment. The availability of the specific equipment described in the Scope of Work may depend on circumstances beyond Contractor’s reasonable control. Contractor shall have the right to substitute different equipment components for those identified in the Scope of Work so long as such substitute equipment is of comparable quality and performance to the originally specified equipment. If such Substitution will increase the cost of the Clean Energy Project, Contractor shall notify Customer and obtain a Change Order in connection with such substitution.