The Utility Scale Solar PPA serves as the cornerstone agreement for large-scale solar power projects in the United States. This document is essential when establishing a long-term commitment between solar power producers and purchasers, typically spanning 15-25 years. It details commercial terms, operational requirements, and risk allocation while ensuring compliance with complex U.S. federal and state energy regulations. The agreement is crucial for project financing and typically includes provisions for power pricing, delivery specifications, performance guarantees, and environmental attribute allocation.
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1. Parties: Identification of the power producer and purchaser
2. Background: Context of the agreement and project overview
3. Definitions: Key terms used throughout the agreement
4. Term and Termination: Duration of the agreement and termination conditions
5. Energy Purchase and Sale: Core commercial terms including pricing and quantity
6. Delivery Point and Metering: Specifications for power delivery and measurement
7. Performance Obligations: Commitments regarding facility operation and maintenance
8. Representations and Warranties: Legal assurances and guarantees from both parties
9. Force Majeure: Provisions for unforeseeable circumstances preventing performance
10. Default and Remedies: Events of default and available remedies
11. Insurance Requirements: Required insurance coverage for both parties
12. Assignment and Change of Control: Rules for transferring rights under the agreement
13. Dispute Resolution: Procedures for resolving disputes between parties
14. Governing Law: Applicable law and jurisdiction
1. Energy Storage: Terms related to battery storage systems when project includes storage capabilities
2. Environmental Attributes: Treatment of renewable energy credits and other environmental benefits when REC trading is relevant
3. Curtailment: Terms for reducing output on grid operator instruction in markets with significant grid constraints
4. Development Security: Security requirements during development phase for projects not yet constructed
5. Construction Milestones: Key construction deadlines and requirements for projects not yet built
1. Schedule A - Technical Specifications: Detailed facility specifications and performance parameters
2. Schedule B - Pricing Schedule: Detailed pricing mechanisms and calculations
3. Schedule C - Testing Procedures: Commissioning and performance testing requirements
4. Schedule D - Site Description: Legal description and drawings of project location
5. Schedule E - Interconnection Details: Technical requirements for grid connection
6. Schedule F - Operating Procedures: Detailed protocols for facility operation
7. Schedule G - Form of Performance Security: Template for performance security instruments
8. Schedule H - Metering Requirements: Detailed specifications for metering equipment and protocols
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