Common use of Generating Facility Modifications Clause in Contracts

Generating Facility Modifications. Seller is responsible for the design, procurement and construction of all modifications necessary for the Generating Facility to meet the requirements of this Agreement and to comply with any restriction set forth in any Permit. Subject to Section 3.07(c), Seller shall provide 30 days advance Notice to Buyer if there is any modification (other than a routine fluctuation in output or consumption) of the Generating Facility, the Site Host Load or operations related to the Site Host Load changing: Electric energy output by five percent of Expected Term Year Energy Production; or The type of Primary Fuel consumed by the Generating Facility. Seller shall only materially modify the Generating Facility if: Such modification is necessary because of (1) an imminent or actual mechanical failure of the Generating Facility, or (2) a mechanical defect of the Generating Facility that affects 30% of comparable equipment, in each case that is not a result of Seller’s negligence or failure to maintain the Generating Facility in accordance with Prudent Electrical Practices; and Seller provides Notice to Buyer as soon as possible after (1) such actual mechanical failure of the Generating Facility, or (2) Seller determines in its reasonable discretion that a mechanical failure of the Generating Facility is imminent; and A qualified California-licensed professional engineer verifies that the equipment that will be used to modify the Generating Facility is not oversized relative to other equipment on the market; and Results in capacity added to the Generating Facility over the Term that is within the applicable MW limits set forth in the following table (for a Generating Facility with multiple turbines, the limits below are limits per turbine): Current Turbine Name Plate on the Effective Date Increase to Turbine Name Plate Over the Term 10MW or Less 5MW Greater than 10MW but less than 20MW 10MW Greater than or equal to 20MW but less than 25MW 15MW Greater than or equal to 25MW but less than 50MW 20MW Greater than or equal to 50MW but less than 100MW 25MW Greater than or equal to 100 but less than 200MW 35MW Greater than or equal to 200 but less than 350MW 45MW Greater than or equal 350MW 50MW Or, Such modification is reasonably necessary to respond to a Force Majeure or a change in law or regulation, and a qualified California-licensed professional engineer verifies that such modification is not oversized relative to other equipment on the market. Separate and distinct from Seller’s rights under Section 3.07(c), Seller in its sole discretion may modify the Generating Facility if such modification does not increase the Power Rating of the Generating Facility by more than 10 percent. Such 10 percent increase shall be based upon the Power Rating of the Generating Facility on (i) the Effective Date (as set forth in Section 1.10), if the Generating Facility is an Existing CHP Facility, or (ii) the Term Start Date (as set forth in the Power Rating Notice), if the Generating Facility is a New CHP Facility, an Expanded CHP Facility or a Repowered CHP Facility. With respect to Section 3.07(c), Seller shall bear the cost of the professional engineer and Seller shall secure all studies and upgrades necessitated by or associated with the modification of the Generating Facility. Seller acknowledges that nothing in this Section 3.07 excuses Seller from any requirements of the CAISO’s interconnection process or any other applicable interconnection process. Seller is solely responsible for all GHG Compliance Costs and all other costs associated with the implementation and regulation of Greenhouse Gas emissions with respect to Seller or the Generating Facility to the extent that such GHG Compliance Costs or other costs result from Seller’s modification of the Generating Facility in accordance with this Section 3.07.

Generating Facility Modifications. Seller is responsible for the design, procurement and construction of all modifications necessary for the Generating Facility to meet the requirements of this Agreement and to comply with any restriction set forth in any Permit. Subject to Section 3.07(c), Seller shall provide 30 days advance Notice to Buyer if there is any modification (other than a routine fluctuation in output or consumption) of the Generating Facility, the Site Host Load or operations related to the Site Host Load changing: Electric energy output by five percent of Expected Term Year Energy Production; or The type of Primary Fuel consumed by the Generating Facility. Seller shall only materially modify the Generating Facility if: Such modification is necessary because of (1) an imminent or actual mechanical failure of the Generating Facility, or (2) a mechanical defect of the Generating Facility that affects 30% of comparable equipment, in each case that is not a result of Seller’s negligence or failure to maintain the Generating Facility in accordance with Prudent Electrical Practices; and Seller provides Notice to Buyer as soon as possible after (1) such actual mechanical failure of the Generating Facility, or (2) Seller determines in its reasonable discretion that a mechanical failure of the Generating Facility is imminent; and A qualified California-licensed professional engineer verifies that the equipment that will be used to modify the Generating Facility is not oversized relative to other equipment on the market; and Results in capacity added to the Generating Facility over the Term that is within the applicable MW limits set forth in the following table (for a Generating Facility with multiple turbines, the limits below are limits per turbine): Current Turbine Name Plate on the Effective Date Increase to Turbine Name Plate Over the Term 10MW or Less 5MW Greater than 10MW but less than 20MW 10MW Greater than or equal to 20MW but less than 25MW 15MW Greater than or equal to 25MW but less than 50MW 20MW Greater than or equal to 50MW but less than 100MW 25MW Greater than or equal to 100 but less than 200MW 35MW Greater than or equal to 200 but less than 350MW 45MW Greater than or equal 350MW 50MW Or, Such modification is reasonably necessary to respond to a Force Majeure or a change in law or regulation, and a qualified California-licensed professional engineer verifies that such modification is not oversized relative to other equipment on the market. Separate and distinct from Seller’s rights under Section 3.07(c), Seller in its sole discretion may modify the Generating Facility if such modification does not increase the Power Rating of the Generating Facility by more than 10 percent. Such 10 percent increase shall be based upon the Power Rating of the Generating Facility on (i) the Effective Date (as set forth in Section 1.101.09), if the Generating Facility is an Existing CHP Facility, or (ii) the Term Start Date (as set forth in the Power Rating Notice), if the Generating Facility is a New CHP Facility, an Expanded CHP Facility or a Repowered CHP Facility. With respect to Section 3.07(c), Seller shall bear the cost of the professional engineer and Seller shall secure all studies and upgrades necessitated by or associated with the modification of the Generating Facility. Seller acknowledges that nothing in this Section 3.07 excuses Seller from any requirements of the CAISO’s interconnection process or any other applicable interconnection process. Seller is solely responsible for all GHG Compliance Costs and all other costs associated with the implementation and regulation of Greenhouse Gas emissions with respect to Seller or the Generating Facility to the extent that such GHG Compliance Costs or other costs result from Seller’s modification of the Generating Facility in accordance with this Section 3.07. Notwithstanding any modification of the Generating Facility, Buyer shall have no liability to make any energy payments to Seller for any electricity deliveries from the Generating Facility in excess of 131,400 MWh in any Term Year. Metering.

Generating Facility Modifications. Seller is responsible for the design, procurement and construction of all modifications necessary for the Generating Facility to meet the requirements of this Agreement and to comply with any restriction set forth in any Permit. Subject to Section 3.07(c), Seller shall provide 30 days advance Notice to Buyer if there is any modification (other than a routine fluctuation in output or consumption) of the Generating Facility, the Site Host Load or operations related to the Site Host Load changing: Electric energy output by five percent of Expected Term Year Energy Production; or The type of Primary Fuel consumed by the Generating Facility. Seller shall only materially modify the Generating Facility if: Such modification is necessary because of (1) an imminent or actual mechanical failure of the Generating Facility, or (2) a mechanical defect of the Generating Facility that affects 30% of comparable equipment, in each case that is not a result of Seller’s negligence or failure to maintain the Generating Facility in accordance with Prudent Electrical Practices; and Seller provides Notice to Buyer as soon as possible after (1) such actual mechanical failure of the Generating Facility, or (2) Seller determines in its reasonable discretion that a mechanical failure of the Generating Facility is imminent; and A qualified California-licensed professional engineer verifies that the equipment that will be used to modify the Generating Facility is not oversized relative to other equipment on the market; and Results in capacity added Material modifications to the Generating Facility will result in the Generating Facility becoming a New Qualifying Facility; provided, however, that a Generating Facility that is modified or repowered will not be considered a New Qualifying Facility and modifications or repowering is permitted under this Agreement without further consideration, other than Notices required under Section 3.07(b), if: Capacity added as a result of such modification or repower (including the addition of a steam turbine) over the Term that is within the applicable MW limits set forth in the following table (for a Generating Facility with multiple turbines, the limits below are limits per turbine): Current Turbine Name Plate on the Effective Date Increase to Turbine Name Plate Over the Term 10MW or Less 5MW Greater than 10MW but less than 20MW 10MW Greater than or equal 10MW, subject to the 20MW but less than 25MW 15MW Greater than or equal to 25MW but less than 50MW 20MW Greater than or equal to 50MW but less than 100MW 25MW Greater than or equal to 100 but less than 200MW 35MW Greater than or equal to 200 but less than 350MW 45MW Greater than or equal 350MW 50MW Power Rating limitation, as set forth in Section 1.02. Or, Such modification or repower is reasonably necessary to respond to a Force Majeure or a change in law or regulation, and a qualified California-licensed professional engineer verifies that such modification or repower is not oversized relative to other equipment on the market. Separate and distinct from Seller’s rights under Section 3.07(c), Seller in its sole discretion may modify the Generating Facility if such modification does not increase the Power Rating of the Generating Facility by more than 10 percent. Such 10 percent increase shall be based upon the Power Rating of the Generating Facility on (i) the Effective Date (as set forth in Section 1.10), if the Generating Facility is an Existing CHP Facility, or (ii) the Term Start Date (as set forth in the Power Rating Notice), if the Generating Facility is a New CHP Facility, an Expanded CHP Facility or a Repowered CHP Facility. With respect to Section 3.07(c), Seller shall bear the cost of the such professional engineer and Seller shall secure all studies and upgrades necessitated by or associated with the such modification of the Generating Facilityor repower. Seller acknowledges that nothing in this Section 3.07 excuses Seller from any requirements of the CAISO’s interconnection process or any other applicable interconnection process. Seller is solely responsible for all GHG Compliance Costs and all other costs associated with the implementation and regulation of Greenhouse Gas emissions with respect to Seller or the Generating Facility to the extent that such GHG Compliance Costs or other costs result from Seller’s modification or repowering of the Generating Facility in accordance with this Section 3.07.