Summary

...

3. JOINT OBJECTIVE

(A) The Parties and ENGIE S.A. agree to continue to use their reasonable endeavours to achieve the Joint Objective.

(B) In accordance with the Joint Objective, Electrabel and ENGIE S.A. have identified, and on the basis thereof, BEGOV confirms its agreement in relation thereto, that achievement of the Joint Objective continues to be subject to applicable regulatory, technical, operational and safety conditions, in particular in relation to:

(i) fuel supply, and in particular the timely delivery of sufficient supplies of nuclear fuel and components (1) prior to planned outages in respect of the LTO Units and (2) prior to either LTO Restart Date;

(ii) design upgrades, and in particular the establishment of a valid regulatory framework related thereto;

(iii) ageing, and in particular the establishment of a valid regulatory framework related thereto and the timely delivery of relevant replacement equipment;

(iv) reliability, and in particular the availability of sufficient outage time in which to complete mandatory preventive maintenance to support the reliability of the LTO Units prior to the first LTO Restart Date; and

(v) programming and procurement constraints, in particular in relation to the specification, tender, negotiation and award cycle, it being understood that as a part of and on the same reasonable endeavours basis, the Parties and ENGIE S.A., each within their respective roles (including in respect of the Second Amended JDA), shall seek to achieve such conditions in a timely manner and mitigate any matters arising that may adversely affect the satisfaction of such conditions.

(C) The Parties and ENGIE S.A. agree that, in circumstances where the LTO Restart cannot be achieved in respect of one or both LTO Units by the Target LTO Restart Date because the conditions as set out in Clause 3(B) cannot be met, the Parties and ENGIE S.A. shall nevertheless use their reasonable endeavours to achieve the LTO Restart Date in respect of such LTO Unit(s) as soon as reasonably practicable thereafter and shall, if and to the extent necessary, seek to agree any modifications to the relevant Transaction Documents to the extent solely required to reflect the same.

...