2015-11-24_PWETC_AgendaPacket - Laserfiche WebLink

Home

Sarndi ll Solar MASTER SOLAR SERVICES AGREEMENT Attachment A Solar Services Agreement Number: Execution Date: Jurisdiction (State): Minnesota Utility: Xcel Energy This Solar Services Agreement (as it may be amended from time to time, this "Agreement') is made and entered into as of the Execution Date set forth above, between Sundial Energy or affiliate , LLC, a Minnesota limited liability company (`Power Provider'), and The City of Roseville, a Minnesota municipal corporation (`Purchaser'). BACKGROUND Power Provider desires to install one or more electricity grid -connected photovoltaic solar power plants (as further defined below, each, a "Solar Power Facility' and collectively, the "Solar Power Facilities") at one or more Sites (as defined below in Exhibit A). Purchaser desires to purchase from Power Provider and Power Provider desires to sell to Purchaser the entire energy output of the Solar Power Facilities on the terms set forth in this Agreement. This Agreement is a master services agreement and each Schedule and Exhibit attached hereto is subject to the terms of this Agreement. The Parties may, from time to time, execute and attach additional Schedules to this Agreement to add Solar Power Facilities and/or Sites to this Agreement. OPERATIVE TERMS In consideration of the mutual covenants and agreements set forth in this Agreement and intending to be legally bound, the Parties agree as follows: Definitions. For the purposes of this Agreement, the following terms shall have the following meanings: "Acknowledgement Date" means, with respect to a Solar Power Facility, the "Acknowledgement Date" set forth on the Certificate of Acknowledgement relating to such Solar Power Facility that has been executed and delivered by Purchaser to Power Provider. "Affiliate" means, when used in reference to a specified Person, any Person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with the specified Person. "Blended Energv Rate" or "Blended Rate" — A metric used to define all electrical charges in $/kwh. Includes all charges on the utility invoices. To determine the average blended rate take the sum of all gross utility invoices — in dollars - for a given year and divide by the total kwh usage for the same time period. "Capacity Credit" or "Solar Capacitv Credit" or "Solar Credit'— A credit given to electrical utility customers who install a solar PV system greater than 100kw on their property. This is not a rebate but is a payment for benefits provided by the solar system to the local utility. For Xcel Energy customers this appears as a line item credit each month on their electric bill. "Certificate of Acknowledgement" means, with respect to a Solar Power Facility, the certificate of an authorized representative of Purchaser acknowledging that such Solar Power Facility is in Commercial Operation. "Code" means the Internal Revenue Code of 1986, as amended."Commercial Operation" means, with respect to a Solar Power Facility, the condition existing when (i) such Solar Power Facility is mechanically complete