Solar City Power Purchase Agreement

Installation Property: (Property.Name)

Installation Address: (Property.Street) (Property.City) (Property.State) (Property.Zip)

Municipality/City: (Municipality.Name)

The Agreement and Its Term

This solar city power purchase agreement is an agreement between [Client.FirstName][Client.LastName] (“Client”) and [PowerProvider.FirstName][PowerProvider.LastName] (“Power Provider”), starting on the (Begin.Date) (“Effective Date”). It is effective for (Number) years until (End.Date) (“Date of Termination”). The collective terms for the Client and Power Provider are “Parties” in this document.

WHEREAS:

1. The Power Provider will install (Solar.Equipment) (“Solar Equipment”) at the municipal-approved and owned location [Client.StreetAddress][Client.City][Client.State][Client.PostalCode] (“Property”).

2. The Power Provider will complete the Operations within a reasonable time and with the prospective installation date of (Date) (“Operation Date”).

3. The Client owns the Property and approves the construction, installation, and maintenance of the Solar Equipment installed on the premises.

4. The Power Provider will install and maintain the Solar Equipment per the laws of (State).

5. The Client agrees to pay the fixed power purchase rate per kWh for the Energy Output gained.

Defined Terms and Interpretation

1. “Energy Delivery Point” is the point inside the Property where it delivers solar energy.

2. “Energy Output” refers to the total net energy output the Provider delivers to the Client through the meter.

3. “kWac” means the kilowatt alternating current.

4. "kWh" means kilowatt hour.

5. “kWhac” means the kilowatt-hour alternating current.

6. “kWp” means kilowatt-rated power.

7. “Operation” is an event occurring during the time the Power Provider (i) completes the installation, maintenance, and repairs of the Solar Equipment and (ii) uses the appropriate meter to deliver solar energy to the Client.

8. “Operation Date” refers to when fully functioning Solar Equipment is completed thanks to the Operation services and installation.

9. “Solar Equipment” is the power generation equipment, conduits, switches, connections, controls, wires, meters, and other equipment which ensure a fully-functioning Energy Delivery Point to provide the Client with solar power.

Leasing Solar Equipment

According to the terms and conditions of this solar city power purchase agreement, the Client will pay a fixed rate for the Energy Output used. This amount will stay fixed for (Number) years before being evaluated, and a new rate can be negotiated between Parties.

The Client agrees that (Number)% of the overall electricity load in (City), (Municipality) will be carried each month by the generated solar power. Both parties understand that the monthly Energy Output might differ slightly, but the monthly average kWp is (Number) kWp.

The Client will pay $(Rate.Amount) per each kWp used by the 1st of each month to the Power Provider. If the Power Provider does not receive the monthly power payment by the 5th or by (Number) days after the payment due date, then an additional late fee of $(Late.Fee) may apply.

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The Power Provider acknowledges it is their responsibility to send a monthly invoice that features detailed calculations and highlights the owed amount. Should a breach of default event occur, the Power Provider must generate a special invoice that covers all owed amounts and details on payment delays.

The Client will pay in United States Dollars (USD) using (Payment.Method1) or (Payment.Method2). Should the Client mail it, it is their responsibility to ensure the payment reaches the Power Provider before or on the 1st of each month to avoid additional charges.

Maintenance and Repairs

The Power Provider owns the Solar Equipment and sells the Energy Output to the Client. The Power Provider is responsible for performing bi-annual/annual maintenance on the Solar Equipment, including, but not limited to, cleaning solar panels, checking wires and connections, etc.

Pre-Installation Obligations

The Power Provider is obliged to complete the Operations promptly while conducting the prescribed construction. The Power Provider must maintain the local agencies’ licenses, permits, and approvals for running the Solar Equipment.

The Power Provider is responsible for all costs and the performance of the Operations tasks. Both parties agree to maintain any Operations and Solar Equipment insurance. Further, the Power Provider is obliged to obtain tax credits and benefit from the Solar Tax Credits, while the Client can benefit from the federal Investment Tax Credits.

Notices and Resolution of Disputes

All notices must be in writing and delivered to the other Party using a post mailing system or in person. The notices will only go into effect when the sending Party receives a delivery receipt or verifies the delivery in person. All notices must contain the full name, address, company, fax number, and telephone number of the other Party.

Should a dispute regarding the solar city power purchase agreement arise, the Parties will first attempt to resolve the dispute through mutual discussion. Should the parties not resolve it within 30 days, arbitration will be used to settle it.

Miscellaneous Provisions

If a Party requests a move or replacement of the Solar Equipment during the term of this document, that Party must obtain permission from the other Party and the necessary approvals. The Party must also fund the move and cover any expenses it generates.

Both Parties will receive related confidential documents regarding this contract and must keep them in a secure location. The Client and Power Provider agree not to publish these documents to the public.

Warranties and Covenant of Both Parties

Both Parties warrant to the other Party that they are validly existing, duly organized, and in excellent standing with the (State) laws. The parties warrant that they are qualified to conduct business as they comply with all laws, rules, and regulations of (State).

The Client agrees to provide reasonable security for the Solar Equipment. This security includes commercially reasonable monitoring of the Solar Equipment and Property alarms. The Client shall not, indirectly or directly, knowingly suffer, create, assume, cause, or incur to make a mortgage, liens, pledge, charge, security interest, or claim with respect to the Solar Equipment or its interest.

Event of Default

Should one of the below “Events of Default” occur, the other Party has the right to terminate or suspend the power purchase agreement before the listed End Date.

• If the Client does not pay the monthly rate per kWp within (Number) day of the due date.

• Should a Party violate the terms stated in this agreement

• If the Client gives written notice of their inability to pay their debts

• If a Party files a reorganization or petition under federal bankruptcy laws

Agreement

Both Parties understand and acknowledge the terms of this agreement. After signing this contract, both Power Provider and Client agree to be held accountable under the terms and conditions of this agreement.

This solar city power purchase agreement is the entire agreement, and any previous, verbal or written, concessions, agreements, or promises are not valid in the court of law that governs this agreement. Should the Parties wish to amend this agreement, the amendments must be made in writing and signed by both parties.

The laws of [Client.State] construe all rights and obligations of this agreement. In Witness Whereof, this agreement is executed on the date, month, and year mentioned below.