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e. All warranties under the Assigned Agreement will absolutely, irrevocably and unconditionally be in effect on and after the date hereof f The Grant of Non -Exclusive Easement for Landfill Gas Equipment and Pipeline dated March 5, 2024, by and between the Consenting Party and the Project Company (the "Easement") is in full force and effect and has not been modified, restated, cancelled, supplemented, surrendered, or terminated. g. To Consenting Party's knowledge, Project Company has fulfilled all of its obligations under the Easement now due and owing, including without limitation, payment of all fees due and payable on or before the date hereof, and there are no uncured defaults or events of default of Project Company with respect to the Easement. h. Consenting Party has neither given nor received any notice of default, event of default or termination of the Easement. Project Company has neither given nor received any notice of default, event of default or termination of the Easement. There are no facts or circumstances, which with the giving of notice or lapse of an applicable cure period, or both, would constitute a breach or default under the Easement. i. Project Company has informed Consenting Party that Project Company has granted a first -priority lien and security interest in the Project Company's easement interest estate in the Easement Property under the Easement to the Financing Party to secure the repayment of the loans and other financial accommodations made under the Operative Documents. For the avoidance of doubt, the Consenting Party will not be granting any security interest or lien in the Easement. 8. Notices. All communications between the parties hereto or notices provided herein to be given may be given to the addresses listed on Schedule I hereto, or as otherwise designated in writing by a party, and any notice required or given hereunder shall be deemed properly given when provided in writing three (3) business days after mailed first class, overnight, or certified mail, return receipt requested, postage prepaid, addressed to the designated recipient. 9. Governing Law, Submission to Jurisdiction; Waiver of Jury Trial. THIS CONSENT AND AGREEMENT SHALL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF FLORIDA WITHOUT REFERENCE TO CONFLICT OF LAW PROVISIONS. EACH PARTY CONSENTS TO THE EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION SITTING IN THE COUNTY OF INDIAN RIVER, STATE OF FLORIDA, IN ANY ACTION TO RESOLVE ANY CONTROVERSY OR CLAIM ARISING OUT OF THIS ASSIGNED AGREEMENT; AGREES THAT ALL CLAIMS IN SUCH ACTION MAY BE DECIDED IN ANY SUCH COURT; WAIVES, TO THE FULLEST EXTENT IT MAY EFFECTIVELY DO SO, THE DEFENSE OF AN INCONVENIENT FORUM; AND CONSENTS TO THE SERVICE OF PROCESS UPON THE OFFICE OF THE COUNTY ATTORNEY BY REGISTERED OR CERTIFIED MAIL (OR ANY SUBSTANTIALLY SIMILAR FORM OF MAIL), POSTAGE PREPAID AND RETURN RECEIPT REQUESTED. NOTHING HEREIN SHALL AFFECT THE RIGHT OF ANY PARTY TO EFFECT SERVICE OF PROCESS IN ANY OTHER [001 10049.4) 5