Provider shall install, own and maintain a revenue-grade kilowatt-hour meter (“Meter”) on the Property for the measurement of Actual Production provided to Customer from the Systems on a continuous basis. Provider shall test the Meter in compliance with the manufacturer’s recommendations. Once per calendar year, Customer shall have the right to audit all such Meter data upon reasonable notice, and any such audit shall be at Customer’s sole cost.
Customer shall have a right of access to the Meter at reasonable times and with reasonable prior notice for the purpose of verifying readings and calibrations. If testing of the Meter pursuant to the foregoing indicates that the Meter is in error by more than two percent (2%), then Provider shall promptly repair or replace the Meter. Provider shall make a corresponding adjustment to the records of the amount of Actual Production based on such test results for (a) the actual period of time when such error caused inaccurate meter recordings, if such period can be determined to the mutual satisfaction of the Parties, or (b) if the actual period cannot be so determined, then an estimated period equal to one-half (1/2) of the period from the later of (i) the Date of the last previous test confirming accurate metering or (ii) the date the Meter was placed into service; provided, however, that such estimated period shall in no case exceed one (1) year.
Provider shall be entitled to suspend delivery of Actual Production to the Property for the purpose of testing, maintaining, replacing, and repairing the Systems, and such suspension of service shall not constitute a breach of this Agreement; provided, however, that Provider shall use commercially reasonable efforts to minimize any interruption in service to Customer. Provider shall not have any obligation to reimburse Customer for costs of purchasing energy that would have been produced by the System but for such suspension, provided, however, that Provider shall remain responsible for the Minimum Output Guarantee.
Provider shall not be responsible for any Hazardous Materials encountered at the Site which were not introduced to the Site by Provider (“Customer Hazardous Materials”). Customer shall indemnify and hold harmless Provider from any costs or expenses (including reasonable attorneys’ fees) incurred by Provider due to the presence of Customer Hazardous Materials on the Site. Upon encountering any materials not previously disclosed to Provider that Provider suspects may constitute Customer Hazardous Materials, Provider may suspend work in the affected area until Customer remediates such materials as provided below. Any such suspension shall act to toll day for the day any deadline applicable to Provider hereunder and to Provider’s suppliers and contractors under their respective arrangements with Provider.
During the Term, Customer shall make electricity available to Provider at no charge from the Local Electric Utility service at the Property for constructing, installing, repairing, maintaining, and removing the Systems, and otherwise to meet parasitic load during System non-generation periods.
The System shall be interconnected with the Customer’s electrical system at each Site, and the utility grid will be connected. The Provider will comply with the Local Electric Utility’s interconnection and Net Metering requirements. Provider, with Customer’s cooperation and assistance, shall manage application for all necessary approvals from the Local Electric Utility, including submission of applications for Interconnection and Net Metering Agreements required for interconnection of the System and to deliver Net Metering Credits to the Customer’s electric accounts. Provider shall be responsible for all costs associated with the electrical interconnection (including metering) of each Site to the Local Electric Utility.