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Trade Secret
<br />Facility Lease Agreement
<br />208.250 kW DC Monocrystalline350W,
<br />166.50 kW AC SolarEdge SE33k 480V 3Ph Inverter(s),
<br />SolarEdge P730 Power Optimizers & Unirac, PanelClaw (or
<br />equivalent) Ballasted Racking @ approximately 10°
<br />Xcel Photovoltaic Credit Rider Tariff
<br />This FACILITY LEASE AGREEMENT (this "Agreement"),
<br />dated July 13, 2018, is between Green2 Solar Leasing, LLC, a
<br />Minnesota Limited Liability Company, whose principal place of
<br />business is located at 5810 Nicollet Avenue, Minneapolis, MN
<br />55419 ("Tenant"), and City of Roseville, a Minnesota City, whose
<br />principal place of business is located at 2660 Civic Center Drive,
<br />Roseville, MN 55113 ("Customer"). The Tenant and Customer are
<br />sometimes also referred to in this Agreement jointly as "Parties", or
<br />individually as a "Party".
<br />RECITALS
<br />A. Customer is the owner or lessee of certain real property (if
<br />lessee, owned by an affiliated entity that has common
<br />ownership with Customer) located at 2661 Civic Center Drive,
<br />Roseville, MN 55113 (the "Installation Location") presently
<br />used as a Ice Arena (the "Property"), and
<br />B. Tenant desires to lease from Customer, and Customer desires
<br />and is authorized to lease to Tenant, subject to the terms and
<br />conditions of this Agreement, a portion of the Property for the
<br />construction, operation and maintenance of a photovoltaic solar
<br />electric system (the "Energy System") as defined in that
<br />certain Purchase Agreement (the "Purchase Agreement")
<br />between Customer and Ideal Energies, LLC (the "Seller") of
<br />even date herewith, and
<br />C. Customer will be the legal owner of the Energy System upon
<br />purchase from Ideal Energies, LLC, and Customer desires to
<br />lease the same to Tenant subject to the terms and conditions
<br />of this Agreement, and
<br />D. Tenant and Customer will, in connection with this Agreement,
<br />enter into a Power Purchase Agreement (the "Power
<br />Purchase Agreement") pursuant to which Tenant will sell
<br />power generated by the Energy System to the Customer, and
<br />E. For federal tax purposes, Customer and Tenant will treat this
<br />Agreement as a transfer of the ownership of the Energy System
<br />from Customer to Tenant, and
<br />F. The Tenant should be eligible to receive a Federal Tax Credit
<br />from the U.S. Treasury pursuant to the terms of this Agreement
<br />equal to 30% of the Energy System's eligible Installation Cost
<br />("Tax Credit") for Energy Systems that are put into service
<br />during 2018 or 2019.
<br />AGREEMENT
<br />NOW, THEREFORE, in consideration of the foregoing
<br />Recitals, the mutual promises of the Parties hereto and for other
<br />good and valuable consideration, the receipt and sufficiency of
<br />which are hereby acknowledged, the Parties agree as follows:
<br />1. Contingency. The Parties performance under this
<br />Agreement is contingent on the Final Project Completion
<br />(as defined in the Purchase Agreement) occurring in
<br />accordance with the terms of the Purchase Agreement.
<br />Customer/
<br />Owner
<br />City of Roseville
<br />Installation
<br />2661 Civic Center Drive, Roseville, MN
<br />Location
<br />55113
<br />XcelPremise#
<br />303534506
<br />2. Lease of Energy System and Leased Space. Customer
<br />hereby leases to Tenant, and Tenant hereby leases from
<br />Customer the following: (a) the Energy System and (b) all
<br />roof/ground space required for the installation and operation of
<br />the Energy System on the Property (the "Leased Space") as
<br />generally prescribed on the Plan View drawing included
<br />herewith as Schedule A, including rights to place wiring to the
<br />point of electrical interconnection. The Energy System and the
<br />Leased Space together constitute the leased property (the
<br />"Leased Property"). The final As -Built Plan View drawing
<br />provided to Customer by Seller in its Operations Manual after
<br />Final Project Completion (as defined in the Purchase
<br />Agreement) occurs is hereby incorporated into Schedule A of
<br />this Agreement by reference.
<br />3. System Payments, Tax Ownership.
<br />a. Installation Cost Payment. Tenant will pay Customer's
<br />Installation Cost on the Final Project Completion date.
<br />b. Transfer of Tax Ownership. The Parties shall treat the
<br />Energy System as having been sold to the Tenant for
<br />federal tax purposes in consideration of the payment made
<br />under Section 3(a) above.
<br />4. Access to Leased Space. Customer grants to Tenant the right
<br />to access the Leased Space via reasonable route or routes
<br />over and across the Property upon reasonable prior notice to
<br />Customer. Customer will cooperate with Tenant to access the
<br />meter or any other part of the Energy System which are not
<br />located within the Leased Property.
<br />5. Perm itted Use of Leased Space. During the Term (as defined
<br />below), Tenant shall have the exclusive right to use the Leased
<br />Space for the construction, installation, operation,
<br />maintenance, repair, replacement, relocation, reconfiguration,
<br />removal, alteration, modification, improvement, use and
<br />enjoyment of the Energy System (and other necessary and
<br />incidental uses for the operation of the Energy System) to fulfill
<br />Tenant's obligations under this Agreement and the Power
<br />Purchase Agreement (the "Perm itted Uses"). Tenant may not
<br />erect any other facilities or use any other equipment on the
<br />Leased Space that is not expressly permitted under the terms
<br />of this Agreement without first obtaining Customer's written
<br />consent, which consent shall not be unreasonably withheld,
<br />delayed or conditioned provided the other facilities or
<br />equipment are necessary for the operation of the Energy
<br />System and are not likely, in Customer's reasonable opinion, to
<br />damage the Property or interfere with Customer's business.
<br />6. Term. The term (the "Term") of this Agreement shall begin on
<br />the date that Final Project Completion occurs and shall expire
<br />on the date that is the 20year anniversary of the Project's Final
<br />Project Completion Date.
<br />7. Rent of Leased Space. Beginning on the first anniversary of
<br />the Final Project Completion and continuing on each and every
<br />anniversary thereof throughout the Term, Tenant shall pay to
<br />Customer rent for the Leased Space (the "Leased Space
<br />Rent") in the amount of $270.00 per year.
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