mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 1 of 6

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1 mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 1 of 6 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK x : In re : Chapter 11 : WESTINGHOUSE ELECTRIC : COMPANY LLC, et al. : Case No (MEW) : Debtors. : : x MOTION OF LYNX TECHNOLOGY PARTNERS, INC. FOR ALLOWANCE AND PAYMENT OF ADMINISTRATIVE EXPENSE Comes now Lynx Technology Partners, Inc. ( Lynx ), by and through counsel, and moves the Court for an Order allowing an administrative expense in favor of Lynx and requiring immediate payment of that administrative expense. In support of this Motion, Lynx would respectfully state: JURISDICTION AND VENUE 1. On March 29, 2017 (the Petition Date ), each of the debtors 1 (the Debtors ) filed a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code (the 1 The Debtors in these Chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, if any, are: Westinghouse Electric Company LLC (0933), CE Nuclear Power International, Inc. (8833), Fauske and Associates LLC (8538), Field Services, LLC (2550), Nuclear Technology Solutions LLC (1921), PaR Nuclear Holding Co., Inc. (7944), PaR Nuclear, Inc. (6586), PCI Energy Services LLC (9100), Shaw Global Services, LLC (0436), Shaw Nuclear Services, Inc. (6250), Stone & Webster Asia Inc. (1348), Stone & Webster Construction Inc. (1673), Stone & Webster International Inc. (1586), Stone & Webster Services LLC (5448), Toshiba Nuclear Energy Holdings (UK) Limited (N/A), TSB Nuclear Energy Services Inc. (2348), WEC Carolina Energy Solutions, Inc. (8735), WEC Carolina Energy Solutions, LLC (2002), WEC Engineering Services Inc. (6759), WEC Equipment & Machining Solutions, LLC (3135), WEC Specialty LLC (N/A), WEC Welding and Machining, LLC (8771), WECTEC Contractors Inc. (4168), WECTEC Global Project Services Inc. (8572), WECTEC LLC (6222), WECTEC Staffing Services LLC (4135), Westinghouse Energy Systems LLC (0328), Westinghouse Industry Products International Company LLC (3909), Westinghouse International Technology LLC (N/A), and Westinghouse Technology Licensing Company LLC (5961). The Debtors principal offices are located at 1000 Westinghouse Drive, Cranberry Township, Pennsylvania /

2 mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 2 of 6 Bankruptcy Code ) in the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court ), initiating the above-captioned case. 2. The Bankruptcy Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334(b). 3. This matter is a core proceeding pursuant to 28 U.S.C. 157(b)(2)(A) and (B). 4. Venue is proper in this District pursuant to 28 U.S.C BACKGROUND 5. Prior to the Petition Date, Westinghouse Electric Company LLC, as Purchaser (the Debtor Recipient ), issued to Lynx, as Seller, the purchase order number (the Purchase Order ), in connection with the supply of certain goods and services at the V.C. Summer Nuclear Generating Stations near Jenkinsville, South Carolina, and the Alvin W. Vogtle Electric Generating Plant near Waynesboro, Georgia (the Projects ). A true and correct copy of the Purchase Order is attached hereto. 6. Prior to the Petition Date, the Debtor Recipient issued to Lynx a Change to the Purchase Order. A true and correct copy of the Change to Purchase Order is attached hereto. 7. Pursuant to the Purchase Order, Lynx supplied to Debtor Recipient goods and services covered by the Purchase Order, and on August 4, 2017, Lynx issued to Debtor Recipient invoice (the Invoice ) for goods and services provided by Lynx pursuant to the Purchase Order in the amount of $110, Despite the goods and services provided by Lynx pursuant to the Purchase Order and resulting benefit to the estate, the Debtor Recipient has not paid the Invoice. The due date for payment of the Invoice has passed. 7/

3 mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 3 of 6 RELIEF REQUESTED 9. Through this Motion, Lynx requests entry of an Order, (i) allowing all sums due and payable to Lynx evidenced by the Invoice in the total amount of $110,066.24, as an administrative expense claim against Debtors bankruptcy estate, pursuant to Section 503(a) and (b)(1)(a) of the Bankruptcy Code and (the Lynx Administrative Expense Claim ), and (ii) directing Debtors to immediately pay the Lynx Administrative Expense Claim to Lynx pursuant to Section 507(a)(2) of the Bankruptcy Code. BASIS FOR RELIEF 10. Section 503(b)(1)(A) of the Bankruptcy Code provides in pertinent part: After notice and a hearing, there shall be allowed administrative expenses... including the actual, necessary costs and expenses of preserving the estate U.S.C. 503(b)(1)(A). 11. Under Section 503(b)(1)(A) of the Bankruptcy Code, [a]n expense is administrative only if it arises out of a transaction between the creditor and the bankrupt s trustee or debtor in possession, and only to the extent that the consideration supporting the claimant s right to payment was both supplied to and beneficial to the debtor-in-possession in the operation of the business. In re Bethlehem Steel Corp., 479 F.3d 167, 172 (2d Cir. 2007), citing Trustees of Amalgamated Ins. Fund v. McFarlin s, 789 F.2d 98, 101 (2d Cir. 1986). 12. Courts have the discretion as to whether to provide for immediate payment of an allowed administrative claim. See, e.g., In re HQ Global Holdings, Inc., 282 B.R. 169, 173 (Bankr. D. Del. 2002); In re Global Home Prods., LLC, 2006 Bankr. LEXIS 3608, at *10-11 (Bankr. D. Del. Dec. 21, 2006). Courts look to a variety of factors in determining whether to order immediate payment, including (i) bankruptcy s goal of orderly and equal distribution among creditors, (ii) the particular needs of the administrative claimant, and (iii) the length and 7/

4 mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 4 of 6 expense of the case s administration. See HQ Global Holdings, 282 B.R. at 173. Other courts have interpreted these factors as (i) prejudice to the debtors, (ii) hardship to the claimant, and (iii) potential detriment to other creditors. Global Home Prods., 2006 Bankr. LEXIS 3608 at * In this case, the Debtors ordered, and Lynx supplied, certain post-petition goods and services, as described in the Purchase Order, that were critical to Debtors operations at the Projects. Debtors have thus benefited from Lynx s continued provision of goods and services after the Petition Date. 14. The Lynx Administrative Expense Claim is a material sum for purposes of Lynx s operations. Thus, failure by the Debtors to remit immediate payment of the Lynx Administrative Expense Claim will impose a substantial hardship on Lynx. Moreover, the due date for payment of the Invoice has already passed. Further, the Debtor Recipient paid Lynx in full the amounts owed under other post-petition invoices. It is simply the case that the Debtor Recipient, without explanation, has failed to pay invoice in the amount of $110, The Debtor Recipient will not be prejudiced to the extent they are required to make immediate payment as they have already received payment from the owners of the Projects or are able to seek reimbursement from them pursuant to Interim Assessment Agreements ( IAAs ) entered into by the Debtors with the owners of the Projects for the continued construction and design of the Projects. 16. Finally, the Debtors have affirmatively represented to vendors that post-petition obligations would be paid, and indeed expressly requested Lynx s continued performance through the Purchase Order and the Shipment Authorization. 17. As such, this Court should order the immediate payment of the Lynx Administrative Expense Claim. 7/

5 mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 5 of 6 NO PRIOR REQUEST 18. No previous application for the relief sought herein has been made to this or any other Court. RESERVATION OF RIGHTS 19. Lynx hereby reserves all of its rights, claims, counterclaims, defenses, and remedies under the Bankruptcy Code, the Purchase Order, its contracts with the Debtors, and any other agreements with the Debtors, and other applicable law. Additionally, Lynx reserves the right to assert additional claims against the Debtors or other obligated parties of any nature for any other amounts, and to amend, modify, and/or supplement this Motion. NOTICE 20. Notice of this Motion will be provided to (i) counsel to the Debtors, Weil, Gotshal & Mangers LLP; (ii) the Office of the United States Trustee for Region 2; (iii) counsel to Debtor Toshiba Nuclear Energy Holdings (UK) Limited, Togut, Segal & Segal, LLP; (iv) counsel to Toshiba Corporation, Skadden, Arps, Slate, Meagher & Flom, LLP; (v) counsel to the Debtors prepetition agent under that certain Second Amended and Restated Credit Agreement, dated as of October 7, 2009 (as amended), Latham & Watkins LLP; (vi) counsel to the lenders under the Debtors proposed DIP Facility, Paul, Weiss, Rifkind, Wharton 7 Garrison LLP; (vii) counsel to the agents and letter of credit issuer under the Debtors proposed DIP Facility, Shearman & Sterling LLP; (viii) counsel to the Statutory Unsecured Claimholders Committee of Westinghouse Electronic Company LLC, et al.; (ix) Kurtzman Carson Consultants, the Debtors claims and noticing agent; (x) counsel to South Carolina Energy & Gas and South Carolina Public Service Authority, Reed Smith LLP, and (xi) parties that have filed requests for electronic 7/

6 mew Doc 1865 Filed 12/05/17 Entered 12/05/17 16:47:58 Main Document Pg 6 of 6 service of documents in these cases. Lynx respectfully submits that, in view of the facts and circumstances, such notice is sufficient and no other or further notice need be provided. CONCLUSION WHEREFORE, Lynx Technology Partners, Inc. respectfully requests that the Court enter an order (i) allowing the Lynx Administrative Claim in the amount of $110,066.24, (ii) directing the Debtors to immediately pay Lynx the allowed Lynx Administrative Claim, and (iii) granting such other relief as the Court deems just and proper. Respectfully submitted, /s/ Austin L. McMullen Austin L. McMullen (admitted pro hac vice) BRADLEY ARANT BOULT CUMMINGS LLP 1600 Division Street, Suite 700 P. O. Box Nashville, Tennessee Phone: (615) Fax: (615) AMcMullen@Bradley.com Attorneys for Lynx Technology Partners, Inc. 7/

7 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 1 of 9 Correspondence Address: WESTINGHOUSE ELECTRIC CO. LLC 5000 ERICSSON DRIVE WARRENDALE, PA Unless noted, invoice: WESTINGHOUSE ELECTRIC CO. PO BOX 3700 PITTSBURGH, PA Purchase order Feb of 9 New York NY Please deliver to: WESTINGHOUSE ELECTRIC COMPANY LLC 1000 WESTINGHOUSE DRIVE CRANBERRY TOWNSHIP PA Buyer contact/telephone Dustin DeRoche Ph Fax Salesperson: Sheldon Feinland Our supp#: Ph Fax Delivery Date: Feb Payment Terms: Net 45 Days Currency: USD derochd@westinghouse.com We require your acknowledgment for the following items: Item Material Rv Description Order qty. Unit Price per unit Net value 1 Serial Key-LRM Lot Customer: VC Summer SKU: RM-1+ Description: Serial Key-LRM Qty: As needed Term: Perpetual

8 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 2 of Purchase 9 order New York NY Feb of 9 Item Material Rv Description Order qty. Unit Price per unit Net value Payment Terms: $10,000 Due Net 30 from PO date or quotation signature $300,000 Due April 1, 2016 $195,000 Due Sept 1, 2016 $200,000 Due April 1, 2017 $95,000 Due Sept 1, 2017 ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 2 LRM Subject-Workstation & Server-Perp Lot 200, , Customer: VC Summer SKU: RMWSP with Unlimited for Plant Location Description: LRM Subject-Workstation & Server-Perpetual Qty: Unlimited for all plants Term: Perpetual ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 3 LRM Workstation & Server Subject Maint Lot 195, , Customer: VC Summer Description: LRM Workstation & Server Subject Maintenance

9 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 3 of Purchase 9 order New York NY Feb of 9 Item Material Rv Description Order qty. Unit Price per unit Net value Qty: Unlimited for all plants Term: 1/30/2016 to 7/31/2022 ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 4 One week of implem assur at VC Summer Lot Customer: VC Summer SKU: 1WK IA Description: One week of implementation assurance at Plant location: VC Summer - Jenkinsville, SC Qty: n/a Term: One week. Dates: TBD T&E included ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 5 Serial Key-LRM Lot Customer: Vogtle

10 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 4 of Purchase 9 order New York NY Feb of 9 Item Material Rv Description Order qty. Unit Price per unit Net value SKU: RM-1+ Description: Serial Key-LRM Qty: As needed Term: Perpetual ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 6 LRM Subject-Workstation & Server-Perp Lot 200, , Customer: Vogtle SKU: RMWSP with Unlimited for Plant Location Description: LRM Subject-Workstation & Server-Perpetual Qty: Unlimited for all plants Term: Perpetual ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER.

11 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 5 of Purchase 9 order New York NY Feb of 9 Item Material Rv Description Order qty. Unit Price per unit Net value 7 LRM Workstation & Server Subject Maint Lot 195, , Customer: Vogtle Description: LRM Workstation & Server Subject Maintenance Qty: Unlimited for all plants Term: 1/30/2016 to 7/31/2022 ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 8 One week of implem assur at VC Summer Lot Customer: Vogtle SKU: 1WK IA Description: One week of implementation assurance at Plant location: Vogtle - Waynesboro, GA Qty: n/a Term: One week. Dates: TBD T&E included ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER,

12 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 6 of Purchase 9 order New York NY Feb of 9 Item Material Rv Description Order qty. Unit Price per unit Net value SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. 9 Internal use license for use within the Lot 10, , Customer: WEC SKU: Internal use license for use within the WEC security engagement practice only. Qty: Unlimited Description: All inclusive: Serial Key-LRM LRM Subject-Workstation & Server-Term Subscription. Includes upgrades and maintenance Term: Subscription 1/30/2016 to 1/29/2019 ITEMS INCLUDED HEREIN ARE NOT NUCLEAR SAFETY-RELATED; HOWEVER, SUPPLIER SHALL FULLY COMPLY WITH THE SPECIFIC QUALITY ASSURANCE REQUIREMENTS AS SHOWN IN THIS PURCHASE ORDER. Total net value excl. tax USD 800, ======================================================================= Supplemental texts are listed below: Acknowledgement The Seller shall acknowledge this purchase order through the method below. By acknowledging this purchase order, Seller agrees that the scope of the work required is understood by Seller and that Seller will apply additional effort, including premium effort, at its own expense if necessary to maintain negotiated purchase order delivery schedules. Seller shall acknowledge this purchase order by signing and returning this acknowledgement copy of the purchase order to the Buyer.

13 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 7 of Purchase 9 order New York NY Feb of 9 Acknowledged for (Seller) by: Seller shall send an to derochd@westinghouse.com to acknowledge receipt of the purchase order and acceptance of all the requirements therein. Terms and Conditions: 1. Westinghouse Terms and Conditions for Goods and Services CTR-PO ( 2. Administrative Specification Form BMS-SCM-10 Rev Invoicing: Each shipment shall be billed on an individual invoice referencing the specific purchase order number. Single invoices covering more than one purchase order number and/or plant will not be accepted for processing. Invoices shall be sent directly to: Westinghouse Electric Company Attention: Accounts Payable P.O. Box 3700 Pittsburgh, Pa A copy of the invoice may be submitted in an Adobe Acrobat file format directly to WECVendors@westinghouse.com. If Seller opts to submit the invoice via , Seller shall not submit a duplicate hardcopy invoice to the address above. Each invoice shall list the item numbers, descriptions, quantities, and unit prices exactly as they appear in the applicable purchase order or purchase order change notice. Unless otherwise noted in the text of the Purchase Order, all invoices shall only be submitted to Westinghouse after delivery or completion of invoiced items or services. Invoices containing freight charges will include a copy of the invoice

14 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 8 of Purchase 9 order New York NY Feb of 9 from the carrier in order to support payment. Payment of the freight cannot be made without this supporting documentation. Invoices not received as required above may be returned with an invoice rejection notice at the discretion of Westinghouse. All documentation is to be sent electronically in Adobe PDF format to: Dustin DeRoche (derochd@westinghouse.com) Hard copies of documentation, if requested, are to be sent to: Westinghouse Electric Company Cranberry Twp., PA Office: (412) Fax: (724) Mobile: (724) ATTN: Dustin DeRoche

15 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 9 of Feb of 9 The Terms and Conditions documented within CTR-PO shall apply to this Purchase Order unless otherwise specified within the Purchase Order. CTR-PO can be found on the Westinghouse Website: Please contact the Buyer identified herein if you are unable to access this site and require a printed copy. The Westinghouse procurement document(s) and the referenced Terms and Conditions collectively constitute a binding agreement between Westinghouse Electric Company LLC and Seller. If this is a Change Notice, then the previous Terms and Conditions agreed to for this Purchase Order including previous Change Notices remain in effect unless otherwise specified in the body of the Change Notice. Signed by

16 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 1 of 7 Correspondence Address: WESTINGHOUSE ELECTRIC CO. LLC 5000 ERICSSON DRIVE WARRENDALE, PA Unless noted, invoice: WESTINGHOUSE ELECTRIC CO. PO BOX 3700 PITTSBURGH, PA Change to Purchase order Feb Revised: Jun CN 2 1 of 7 NEW YORK NY Buyer contact/telephone Cheryl Chalmers Ph Fax Salesperson: Sheldon Feinland Our supp#: Ph Fax Validity start: Jun Validity end: Nov Payment Terms: Net 45 Days chalmecm@westinghouse.com Currency: USD ********************CHANGE ORDER NO. 2 *********************** AP1000 CRITICAL DIGITAL ASSET (CDA) ASSSESSMENT FOR VOGTLE 3&4 AND VC SUMMER 2 & 3 This change order is being issued to obtain resources from Lynx Technology Partners, Inc. to perform assessment process involves understanding the regulatory control, researching the CDA to determine the level of compliance with the control, and providing verifiable references of how the assessor reached the determination. Deliverables: See Attachment "A" to this purchase order for a complete list of deliverables as identified for this PO line item. Lynx Technology Partners has agreed to assume all risks associated with meeting the deliverables as outlined in this purchase order. Duration: June 1, 2016 through September 30, 2017 The following Milestone Payments will apply for line item 012. Payment Terms are Net 45 from Invoice Receipt Payment Schedule below is based on Attachment A - Targeted Deliverable Schedule. Note: Invoices must meet deliverables with documentation outlined, in order to be processed for payment.

17 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 2 of 7 Change to Purchase order NEW YORK NY Feb of 7 June 2016 = $111, July 2016 = $220, Aug 2016 = $220, Sept 2016 = $220, Oct 2016 = $220, Nov 2016 = $220, Dec 2016 = $220, Jan 2017 = $220, Feb 2017 = $220, Mar 2017 = $220, Apr 2017 = $220, May 2017 = $220, June 2017 = $220, July 2017 = $220, Aug 2017 = $220, Sept 2017 = $220, All other documents and terms and conditions remain unchanged. C. Chalmers June 13, 2016 **************************************************************** ********************CHANGE ORDER NO. 1************************** This change order is being issued to add line items 11 and 12 to update the original software and maintenance and Lynx's new Content Management application for the creation of maintenance of NEI for VC Summer and Vogtle locations. "Items included herein are not nuclear Safety-Related; however, supplier shall fully comply with the specific Quality assurance requirements as shown in this Purchase Order." All other documents and terms and conditions remain unchanged C. Chalmers June 3, 2016 **************************************************************** *** Incoterms changed *** New: Not Applicable *** Text changed ***

18 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 3 of 7 Change to Purchase order NEW YORK NY Feb of 7 Item Material Rv Description Order qty. Unit Price per unit Net value 12 CDA Assessments Lot 3,413, ,413, Deliv. date Oct Scope: Westinghouse requests LYNX TECHNOLOGY PARTNERS, INC. resources to support the Critical Digital Asset (CDA) Assessment process. CDAs will be defined via the CDA Identification process. Assessors will utilize Lynx Risk Manager (LRM) as the tool to document the assessment process. In LRM, the assessor will document compliance to regulatory controls for each CDA. At the highest level, the assessment process involves understanding the regulatory control, researching the CDA to determine the level of compliance with the control, and providing verifiable references of how the assessor reached the determination. Approximately 80 systems have been identified as Critical. The CDA Identification process has not been completed yet in schedule space but initial estimates arrive at approximately 6,000 CDA's to be assessed. As many as 800 regulatory controls exist; however, upwards of 500 will be generically assessed. This leaves the individual assessor with approximately controls to assess for each CDA. A series of documentation will be available to guide the assessor in a consistent, procedural manner. These documents are listed below, but additional guidance may be developed and/or used: -APP-GW-Y6-003 "Cyber Security Control Implementation Strategy" -APP-GW-Y6P-001 "Cyber Security Assessment Procedure" -APP-GW-Y6Y-001 "Cyber Security Assessment Work Instructions" -APP-GW-Y6P-006 "Cyber Security Assessment Report Procedure" Deliverable: Within the LRM Database, a completed report for each Critical System that documents the level of compliance with regulatory controls for each CDA. This is a fixed scope/price purchase order with a value not to exceed $3,413, The expected duration of thie project is from June 1, 2016

19 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 4 of 7 Change to Purchase order NEW YORK NY Feb of 7 Item Material Rv Description Order qty. Unit Price per unit Net value through September 30, "Items included herein are not nuclear Safety-Related; however, supplier shall fully comply with the specific Quality assurance requirements as shown in this Purchase Order." "Supplier shall provide staffing to Westinghouse to perform work in accordance with the Westinghouse QMS under the direct supervision of Westinghouse personnel. Any nuclear Safety-Related work shall be performed under the Westinghouse QMS with Westinghouse retaining 10 CFR 21 responsibilities. As such, the Items included herein are not nuclear Safety-Related; 10 CFR 21 does not apply." Please deliver to: Westinghouse Electric Company LLC 1000 Westinghouse Drive Cranberry Township PA *** New item *** Supplemental texts are listed below: Acknowledgement The Seller shall acknowledge this purchase order and it's change notices through the method below. By acknowledging this purchase order and it's change notices, Seller agrees that the scope of the work required is understood by Seller and that Seller will apply additional effort, including premium effort, at its own expense if necessary to maintain negotiated purchase order delivery schedules. Seller shall send an to chalmecm@westinghouse.com to acknowledge receipt of the purchase order and acceptance of all the requirements therein. Terms and Conditions: 1. Westinghouse Terms and Conditions for Goods and Services

20 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 5 of 7 Change to Purchase order NEW YORK NY Feb of 7 CTR-PO ( 2. Administrative Specification Form BMS-SCM-10 Rev Invoicing: Invoices shall be sent directly to: Electronic Copy: wecvendors@westinghouse.com OR Hard Copy: Westinghouse Electric Company Attention: Accounts Payable P.O. Box 3700 Pittsburgh, Pa A copy of the invoice may be submitted in an Adobe Acrobat file format directly to WECVendors@westinghouse.com. If Seller opts to submit the invoice via , Seller shall not submit a duplicate hardcopy invoice to the address above. All documentation is to be sent electronically in Adobe PDF format to: wecvendors@westinghouse.com with a copy to: Cheryl Chalmers (chalmecm@westinghouse.com) Sourcing Lead, Global Nuclear Supply Chain Office: (412) chalmecm@westinghouse.com Each invoice shall list the purchase order item number, description, quantities, and unit prices exactly as they appear in the applicable purchase order or purchase order change notice. Unless otherwise noted in the text of the Purchase Order, all invoices shall only be submitted to Westinghouse after delivery or completion of invoiced items or services. Invoices not received as required above may be returned with an invoice rejection notice at the discretion of Westinghouse. All confirming documentation for payments must be sent electronically in Adobe PDF form to: kosteljr@westinghouse.com and chalmecm@westinghouse.com ****************************************************************

21 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 6 of 7

22 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 7 of Feb of 7 The Terms and Conditions documented within CTR-PO shall apply to this Purchase Order unless otherwise specified within the Purchase Order. CTR-PO can be found on the Westinghouse Website: Please contact the Buyer identified herein if you are unable to access this site and require a printed copy. The Westinghouse procurement document(s) and the referenced Terms and Conditions collectively constitute a binding agreement between Westinghouse Electric Company LLC and Seller. If this is a Change Notice, then the previous Terms and Conditions agreed to for this Purchase Order including previous Change Notices remain in effect unless otherwise specified in the body of the Change Notice. Signed by

23 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Pg 1 of 1 Lynx Technology Partners, Inc. 309 Smithfield Street 3rd Floor Pittsburgh, PA Date (800) ext /4/2017 Invoice Invoice # Bill To Westinghouse Electric Company Attn: Accounts Payable PO Box 3700 Pittsburgh, PA Ship To Westinghouse Electric Company Attn: Accounts Payable PO Box 3700 Pittsburgh, PA Customer # P.O. No. Terms Project Due on receipt VC Summer and Vogtle-WES Quantity Description Rate Serviced Amount AP1000 Critical Digital Asset (CDA0 Assessment for 110, /14/ ,066.24T Vogtle 3&4 and VC Summer 2&# WES Line Item 12 No Tax Applied 0.00% 0.00 Thank you in advance for your anticipated timely payment. Total $110, accounting@lynxtp.com

24 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Proposed Order Pg 1 of 2 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK x : In re : Chapter 11 : WESTINGHOUSE ELECTRIC : COMPANY LLC, et al. : Case No (MEW) : Debtors. : : x ORDER GRANTING MOTION OF LYNX TECHNOLOGY PARTNERS, INC. FOR ALLOWANCE AND PAYMENT OF ADMINISTRATIVE EXPENSE Upon the motion (the Motion ) [Dkt. No. ] of Lynx Technology Partners, Inc. ( Lynx ), for an Order allowing an administrative expense in favor of Lynx and requiring immediate payment of that administrative expense; and due and proper notice of the Motion having been provided, and it appearing that no other or further notice need be provided; and all objections to the Motion, if any, having been withdrawn, resolved, or overruled; and the Court having found and determined that the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; and after due deliberation and sufficient cause appearing therefor, it is ORDERED that the Motion is granted; and it is further ORDERED that Lynx is granted an allowed administrative expense claim in the amount of $110,066.24; and it is further ORDERED that the Debtors shall pay the administrative expense claim of Lynx in the amount of $110, within five (5) business days of entry of this Order; and it is further ORDERED that the Court shall retain jurisdiction to hear and determine all matters arising from or related to this Order. 7/

25 mew Doc Filed 12/05/17 Entered 12/05/17 16:47:58 Exhibit Proposed Order Pg 2 of 2 Dated:, 20 New York, New York UNITED STATES BANKRUPTCY JUDGE 7/