Following Retendering

1.5 Subject to paragraph 1.6, following a retendering exercise under Section B of this Part 23 of the Schedule the Board shall pay to Project Co an amount equal to the Adjusted Highest Compliant Tender Price no later than the date falling twenty (20) Business Days after the later of:

(a) the date on which the Board receives the Market Value of the Agreement from the New Project Co; and

(b) if Project Co has referred a dispute relating to the Adjusted Highest Compliant Tender Price to dispute resolution pursuant to paragraph 3.10 of Section B of this Part 23 of the Schedule, the date on which the dispute is finally determined in accordance with Clause 56 (Dispute Resolution),

provided that, to avoid doubt, if the dispute referred by Project Co to dispute resolution (pursuant to paragraph 1.5(b) above) concerns only a proportion of the Adjusted Highest Compliant Tender Price then the Board shall pay the undisputed proportion of such sum no later than 20 Business Days after the date referred to in (a) above (the "Undisputed Payment Date")192 and the Board shall pay interest to Project Co on any amount of the Adjusted Highest Compliant Tender Price which has been withheld, from the Undisputed Payment Date until the date on which payment is made under paragraph (b) above at the No Default Interest Rate.

1.6 If the Adjusted Highest Compliant Tender Price is zero or a negative number then, on entering into the New Agreement with the New Project Co, the Board shall have no obligation to make any payment to Project Co and (if a negative number) an amount equal to the Adjusted Highest Compliant Tender Price shall be due and payable by Project Co to the Board on the date of the New Agreement.193 194

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192 Boards should review the tax implications of the payment passing through Boards' control and grossing up provisions may be required as appropriate.

193 This right is granted to give the Board a claim as an unsecured creditor of the Project Co and is not likely to result in any significant recovery for the Board

194 Where the Board elects to pay in instalments interest shall be calculated on outstanding amounts at a rate between the gilt rate and the senior debt rate