Service Provider hereby grants, agrees to grant, and shall cause to be granted to Owners, and their Affiliates, and employees of Affiliates, effective as of the Effective Date and exercisable solely in accordance with Section 3 below, a royalty-free, fully paid-up, non-exclusive, transferable (solely in connection with any sale or transfer of the Facility), irrevocable and perpetual license, all subject to Section 10, under, in and to the Facility IP (as the same may exist at the time of a Triggering Event or later issue as a patent based on a patent application filed prior to the Triggering Event), to Use, and permit Third Parties to Use (all solely in accordance with Section 6 below), the Facility and all equipment, components, hardware, software and other deliverables, and the Facility IP (as the same may exist at the time of the Triggering Event or later issued as a patent based on a patent application filed prior to the Triggering Event), solely as necessary for Owners to design, construct, test, startup, license, complete, maintain, improve, and operate the Facility, and to complete and defend challenges on ITAAC or respond to other requests made by any Government Authority or pursuant to applicable Law, in all such cases without Service Provider’s support or technical assistance. Owners shall have the right to sublicense to Third Parties (subject to Section 6 below) the rights conferred upon Owners, provided that such sublicenses shall be limited to Use solely on Owners’ behalf and solely in connection with the Facility Purposes. The license rights granted by Service Provider to Owners pursuant to this Facility IP License do not include any rights in and to any

License. Service Provider hereby grants, agrees to grant, and shall cause to be granted to Owners and their Affiliates, a perpetual, irrevocable, fully paid-up, royalty-free, non-exclusive, transferable (solely in connection with any sale or transfer of the Facility) right and license under, in and to the Facility IP, to Use the Facility and all equipment, components,

The license granted by Service Provider to Owners hereunder shall not prejudice the rights of Service Provider (or its Affiliates) to sell or license all or any portion of the Facility IP to others, or to use the Facility IP on an unfettered basis, shall not obligate Service Provider in any way to provide updates or improvements made to the Facility IP transferred to Owners after the date of the Triggering Event, and shall not obligate Service Provider in any way to file for or maintain intellectual property protections for any Service Provider intellectual property, including Facility IP (Owners are free to request Service Provider to pursue intellectual property protections for such Service Provider intellectual property at Owners’ expense), provided that the sale or license of any Facility IP by Service Provider or its Affiliates shall be subject to and not free and clear of this Facility IP License or any other licenses granted to Owners by Service Provider or otherwise adversely affect this Facility IP License Agreement including, without limitation, pursuant to section 363 of the Bankruptcy Code or other applicable Law.

Owners acknowledge and agree that, although this Facility IP License is attached to and made a part of the Services Agreement and the license to Facility IP granted by Service Provider pursuant to Section 2 is made effective as of the Effective Date, the rights and licenses granted by Service Provider to Owners hereunder shall not become exercisable or enforceable by Owners, and Owners hereby covenant not to exercise, enforce or use their rights to Facility IP granted pursuant to this Facility IP License, unless and until such time that a Triggering Event occurs and any Service Provider opportunity to cure as described in Section 1.(e) has been exhausted, it being understood that this covenant will not impact any rights that Owners may have under any other license. As such, Service Provider’s obligations under this Facility IP License shall not become enforceable by Owners, and Service Provider shall not be obligated by this Facility IP License Agreement to transfer or provide a copy of the Facility IP to Owners by virtue of the requirements of this Facility IP License, unless and until such time that the Triggering Event occurs and any Service Provider opportunity to cure as described in Section 1.(e) has been exhausted.