Exhibit 10.91

[***] Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.

AMENDMENT NO. 2 TO

AMENDED AND RESTATED PURCHASE, USE AND MAINTENANCE AGREEMENT

This AMENDMENT NO. 2 TO PURCHASE, USE AND MAINTENANCE AGREEMENT (this “Amendment”), is entered into effective as of December 16, 2016 (“Effective Date”) by and between BLOOM ENERGY CORPORATION, a Delaware corporation (“Seller”) and 2015 ESA PROJECT COMPANY, LLC, a Delaware limited liability company (“Buyer”, and together with Seller, the “Parties”). Capitalized terms used and not otherwise defined herein have the meanings given to them in the PUMA (as defined below). All Section, annex and exhibit references, unless otherwise indicated, shall be references to Sections of the PUMA and the rules of interpretation set forth in the PUMA apply as if set forth herein.

RECITALS

WHEREAS, reference is hereby made to that certain Amended and Restated Purchase, Use and Maintenance Agreement, dated as of June 25, 2015, by and between Buyer and Seller, as amended by that certain Amendment No. 1 to Purchase, Use and Maintenance Agreement, dated as of August 10, 2016 (the “PUMA”); and

WHEREAS, Buyer has entered into new PPAs with certain new PPA Customers, and Buyer and Seller wish to amend the PUMA to provide for the purchase, sale, operation, maintenance and use of Facilities in connection with such new PPA, as further set forth herein.

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, and for other consideration, the receipt and adequacy of which is hereby acknowledged, the Parties hereto hereby agree as follows:

AGREEMENT

Section 1. Amendment to the PUMA. Annex D to the PUMA is hereby amended and restated in its entirety to read as set forth on Attachment 1 attached hereto.

Section 2. Confirmation of Rights and Obligations under PUMA. For the avoidance of doubt, the rights and obligations of each Party with respect to each PPA set forth on Annex D of the PUMA, as amended and restated hereby, shall adhere for all applicable time periods, both before and after the effectiveness of this Amendment and, in the case of the [***] ESA, both before and after the effectiveness of the [***] Assignment Agreement (each as defined on Annex D, as amended and restated hereby).

Section 3. No Other Changes or Waivers. Except as expressly provided or contemplated by this Amendment, all of the terms, conditions and provisions of the PUMA remain unaltered and in full force and effect. Except as specifically provided herein, the execution, delivery and performance of this Amendment shall not be deemed as a waiver of any other matters or any future matters. The PUMA and this Amendment shall be read and construed as one instrument.

[***] Confidential Treatment Requested

Section 4. Headings. The section and paragraph headings contained in this Amendment are for reference purposes only and shall not affect in any way the meaning and interpretation of this Amendment.

Section 5. Governing Law. THIS AMENDMENT SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, AND THE RIGHTS OF THE PARTIES SHALL BE GOVERNED BY, THE LAW OF THE STATE OF NEW YORK EXCLUDING CHOICE-OF-LAW PRINCIPLES OF THE LAW OF SUCH STATE THAT WOULD PERMIT THE APPLICATION OF THE LAWS OF A JURISDICTION OTHER THAN SUCH STATE.

Section 6. Severability. Any provision of this Amendment that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall (to the full extent permitted by law) not invalidate or render unenforceable such provision in any other jurisdiction.

Section 7. Counterparts. This Amendment and any amendments, waivers, consents or supplements hereto or in connection herewith may be executed in one or more duplicate counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument; signature pages may be detached from multiple separate counterparts and attached to a single counterpart so that all signature pages are physically attached to the same document. Signatures of the parties hereto transmitted by facsimile or portable document format (PDF) shall be deemed to be their original signatures for all purposes.

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2

IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed by their respective officers thereunto duly authorized as of the Effective Date.

BLOOM ENERGY CORPORATION
By:	/s/ Randy Furr
Name:	Randy Furr
Title:	Chief Executive Officer
2015 ESA PROJECT COMPANY, LLC
By:	/s/ William E. Brockenborough
Name:	William E. Brockenborough
Title:	Vice President

SIGNATURE PAGE TO AMENDMENT NO. 2 TO PUMA

ATTACHMENT 1

ANNEX D

List of PPAs

1. That certain Energy System Use Agreement, dated as of December 31, 2013, by and between Home Depot U.S.A., Inc. and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

2. That certain Energy System Use Agreement No. 20131206.035.C, dated as of March 31, 2014, by and between AT&T Corp. and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

3. That certain Energy System Use Agreement No. 20131206.036.C, dated as of March 31, 2014, by and between AT&T Corp. and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

4. That certain Energy System Use Agreement No. 20131206.037.C, dated as of March 31, 2014, by and between Pacific Bell Telephone Company and the Buyer, as amended by Amendment No. 1 to Energy System Use Agreement No. 20131206.037.C, effective as of May 15, 2014, by and between Pacific Bell Telephone Company and the Buyer, and as may be further amended, amended and restated, supplemented or otherwise modified from time to time.

5. That certain Energy System Use Agreement No. 20131206.039.C, dated as of February 21, 2014, by and between Pacific Bell Telephone Company and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

6. That certain Energy System Use Agreement No. 20140225.013.C, dated as of March 21, 2014, by and between AT&T Corp. and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

7. That certain Energy Services and License Agreement, dated as of March 14, 2016, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

8. That certain Energy Services Agreement, dated as of December 31, 2015, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

9. That certain Energy Services Agreement, dated as of December 31, 2015, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

[***] Confidential Treatment Requested

ATTACHMENT 1

10. That certain Energy Services Agreement, dated as of December 31, 2015, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

11. That certain Energy Services Agreement, dated as of February 12, 2016, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

12. That certain Master Fuel Cell Energy Services Agreement, dated as of June 30, 2016, by and between [***], [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

13. That certain Energy Server Use and License Agreement, dated as of December 16, 2016, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

14. That certain Energy Services Agreement, entered into on or about the Effective Date of Amendment No. 2 to Amended and Restated Purchase, Use and Maintenance Agreement, by and between [***] and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

15. That certain Energy System Use Agreement, entered into on or about the Effective Date of Amendment No. 2 to Amended and Restated Purchase, Use and Maintenance Agreement, by and between Home Depot U.S.A., Inc. and the Buyer, as may be amended, amended and restated, supplemented or otherwise modified from time to time.

16. That certain Energy Server Use and License Agreement, dated as of March 31, 2016, by and between [***] and 2016 ESA Project Company, LLC (the “[***] PPA”), as assigned to the Buyer pursuant to that certain Assignment and Assumption Agreement, dated as of December 16, 2016, by and between 2016 ESA Project Company, LLC and the Buyer (the “[***] Assignment Agreement”), in each case as may be amended, amended and restated, supplemented or otherwise modified from time to time.

[***] Confidential Treatment Requested

ATTACHMENT 2