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8.A. - Page 45 <br /> (b) Buyer's Remedies. If a Seller Default described in Article 10 has occurred and is <br /> continuing, in addition to all rights and remedies expressly provided herein, Buyer <br /> may terminate this Agreement and exercise any other remedy it may have at law or <br /> equity or under this Agreement; provided that no such termination or exercise of <br /> remedies may occur unless and until written notice of Seller Default has been <br /> delivered by Buyer to each Financing Party — the identity of which Seller will have <br /> provided to Buyer, and such Seller Default has not been cured within thirty (30) days <br /> of delivery of such notice or a Financing Party has failed to commence and pursue a <br /> cure to the reasonable satisfaction of the Buyer within such thirty(30) day period if a <br /> longer cure period is needed. Any Financing Party is an intended third-party <br /> beneficiary of this Article 10. Upon Buyer's exercise of termination rights pursuant to <br /> this subsection, Buyer may, at its option, provide written notice to Seller to remove <br /> the Facility from the Project Site of the Buyer. If Buyer makes such election,Seller shall <br /> be responsible for removing the Facility at its own cost and restoring the site where <br /> the Generating Facility was installed to its pre-installation condition,within ninety(90) <br /> days of provision of written notice. <br /> (c) No Early Termination Fee. Buyer's exercise of its rights under this section 10.2 will <br /> not obligate it to pay an Early Termination Fee. <br /> 10.3 Buyer Defaults and Seller Remedies <br /> (a) Buyer Default. The following events shall be defaults with respect to Buyer (each, a <br /> "Buyer Default"): <br /> (i) A Bankruptcy Event shall have occurred with respect to Buyer; <br /> (ii) Buyer fails to pay Seller any undisputed amount owed under the Agreement <br /> within sixty(60)days after receipt of notice from Seller of such past due amount, <br /> which Seller shall send to Buyer 45 days after amount is due; <br /> (iii) Buyer breaches any material term of this Agreement, (including where applicable <br /> to Buyer, the circumstances listed in Article 10.1), if(A) such breach can be cured <br /> within thirty (30) days after Seller's notice of such breach and Buyer fails to so <br /> cure, or (B) Buyer fails to commence and pursue said cure within such thirty (30) <br /> day period if a longer cure period is needed; <br /> (b) Seller's Remedies. If a Buyer Default described in Article 10 has occurred and is <br /> continuing, in addition to all rights and remedies provided at law or in equity, and all <br /> the rights and remedies expressly provided to Seller pursuant to this Agreement, and <br /> subject to Article 11, Seller may terminate this Agreement and demand payment of <br /> the Early Termination Fee by Buyer as specified in Schedule 2 of this Agreement. Upon <br /> such termination, Seller shall remove the applicable Facility and shall remediate and <br /> restore the Project Site to the condition preceding the installation of the applicable <br /> Facility as set forth in Section 10.5. <br /> ATTY/AGR/2015.012/POWER PURCHASE AGREEMENT-CEI SOLAR ONE LLC <br /> REV:01-21-15 NAG <br /> Page 37 of 55 <br />