[THIS AGREEMENT]

THIS AGREEMENT IS MADE ON

BETWEEN:

(1)

[

]

(the "Board")

(2)

[

]

(the "Agent" for the Senior Funders) on behalf of itself and the Senior Funders; and

(3)

[

]

company no [       ]) whose registered office is at [                 ] ("Project Co")

IT IS AGREED AS FOLLOWS: