Eagle Point Solar - 5, LLC - Contract for Fire Station Rooftop Solar Copyright 2014
City of Dubuque Action Items # 3.
ITEM TITLE: Eagle Point Solar-5, LLC - Contract for Fire Station
Rooftop Solar
SUMMARY: City Manager recommending approval of a Power
Purchase Agreement and a Collateral Assignment
Agreement with Eagle Point Solar for the installation of
rooftop solar arrays on Fire Headquarters and Stations 2
through 5.
RESOLUTION Approving a Solar Power Purchase
Agreement and a Collateral Assignment Agreement
between the City of Dubuque, Iowa and Eagle Point Energy
-5, LLC an Iowa Limited Liability Company
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
Solar Agreement for Fire Stations-MVM Memo City Manager Memo
Staff Memo Staff Memo
Proposal Supporting Documentation
Resolution Resolutions
Executed Agreement Supporting Documentation
Collateral Assignment Supporting Documentation
THE CITY OF Dubuque
DUB E i"
Masterpiece on the Mississippi 2007.2012.2013
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Recommendation to Approve Contract with Eagle Point Solar for Fire
Station Rooftop Solar
DATE: December 21, 2016
Sustainable Community Coordinator Cori Burbach recommends City Council approval
of a Power Purchase Agreement and a Collateral Assignment Agreement with Eagle
Point Solar for the installation of rooftop solar arrays on Fire Headquarters and Stations
2 through 5. This will reduce the cost to the City of each kWh of electricity utilized by
more than 30%.
The only upfront funding required for this project from the City is a small amount, not to
exceed $1,500, to update technology ports required to connect the solar arrays to the
Internet.
I concur with the recommendation and respectfully request Mayor and City Council
approval. Cori will make a short presentation.
Z A� k�4 Zy&X---
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Cori Burbach, Sustainable Community Coordinator
THE CITY OF Dubuque
DUB 111-America Ci y
1111.
Masterpiece on the Mississippi 2007.2012.2013
TO: Michael C. Van Milligen, City Manager
FROM: Cori Burbach, Sustainable Community Coordinator
DATE: December 20, 2016
SUBJECT: Recommendation to Approve Contract With Eagle Point Solar for Fire
Station Rooftop Solar
INTRODUCTION
The purpose of this memo is to recommend City Council approval of a Solar Power
Purchase Agreement and a Collateral Assignment Agreement with Eagle Point Solar for
the installation of rooftop solar arrays on Fire Headquarters and Stations 2-5.
BACKGROUND
As part of its efforts to implement the citizen-created Sustainable Dubuque vision, City
departments have explored opportunities to improve operations within their own
facilities. Smart Energy Use is one of the 12 Sustainable Dubuque principles, and
states that "Dubuque is a community that values energy conservation and expanded
use of renewable energy as a means to save money and protect the environment." In
order to reduce dependence on fossil fuels, reduce utility bills, and reach the
community's commitment to reduce greenhouse gases 50% below 2003 levels by 2030,
the City has made it a priority to first focus on energy efficiency measures in its own
facilities, and then explore opportunities for renewable energy generation.
The City considers the following goals when selecting strategies to meet the
Sustainable Dubuque vision:
1. Optimization of City owned facilities and property
2. Reduction of costs for operation of City facilities
3. Increased revenue to the City
4. Improved environmental performance of City facilities
In 2015, the City participated in the Iowa Economic Development Authority (IEDA)
Community Energy Management Program, and energy audits were completed for all six
(6) fire stations. In May 2016, the Fire Department signed a contract with Modus
Engineering to evaluate those stations and develop an improvement plan for the HVAC
and electrical lighting systems.
1
In September 2015, the City issued an RFP to explore the possibility of installing solar
panels on some or all of the six fire stations.
DISCUSSION
The RFP requested proposals from firms to design solar photovoltaic system(s) on the
rooftops of fire station(s) throughout the city. The RFP consisted of two phases. In
Phase I, firms were asked to submit detailed recommendations regarding placement of
solar arrays on the rooftop of any fire stations they believed there is a reasonable
business case to be made for. The City did not pay firms to respond to Phase I of the
RFP. The City received five responses to this request.
A Selection Committee invited three firms to interviews to learn more about their
proposal. Criteria for the decision-making included the following:
1 . The firm's level of professional competence and proven track record, including
customer service record.
2. The firm's experience working on similar projects.
3. The quality of the proposal, based on demonstrated understanding of the
City's overall objectives, knowledge of the assessment areas, proposed schedule,
creativity and problem solving, and local economic impact.
The proposals were also reviewed to determine which provided the best return on
investment and highest environmental impact. The following criteria were used to
analyze this element:
1 . Solar array system size and percent of electricity offset.
2. Financing recommendation. Given that there are currently no capital funds
available, and that Power Purchase Agreements (PPA) offer the lowest level of
risk for the City, only PPA financing proposals were considered.
3. The proposal with the lowest per kWh cost over the life of the agreement were
prioritized.
4. Life of the contract and warranties were considered, to minimize future costs to
the City.
RECOMMENDATION
Phase 2 of the RFP includes installation of any recommended solar projects. Given
these criteria, the Selection Committee recommended that the City Manager negotiate a
contract and PPA with Eagle Point Solar for the installation of five fire stations. The
estimated energy that can be produced via those arrays is as follows:
Station System Size % of Electricity Offset
Headquarters 69.2 kW 40%
Station 2 / 210 JFK 36.9 kW 103%
Station 3 / 3155 Central 23.5 kW 48%
Station 4 / 1697 University 16.2 kW 28%
Station 5 / 689 Grandview 5.0 kW 29%
Total System Size 150.8 kW
2
According to the Eagle Point Solar proposal, these are the maximum amounts of solar
that can be mounted to each roof, given area and physical constraints. The array on
Headquarters and Stations 2, 4, and 5 would be ballasted systems. The array at
Station 3 will be clamped to the seams of the roof.
The attached Eagle Point Solar proposal and PPA agreement outlines the details of
their proposal. Utilizing a PPA can permanently reduce the cost to the City of each kWh
of electricity utilized by more than 30%. The terms of the proposed contact are
$0.085/kWh initial rate with a 3% inflation rate. This compares with the current Alliant
rate for the fire facilities of$0.116/kWh. The PPA will extend for 20 years, with buyout
options at years 10, 15 and 20.
The Selection Committee is not recommending installation of a solar array at Station 6
at this time, given limited capacity and the fact that the roof will likely need repair or
replacement during the life of the PPA.
Lastly, we look forward to the opportunity to partner with a local company regarding
these installations. Eagle Point Solar currently employs 30 employees and contracts
with Hawkeye Electric for the master electrician portion of this work. Heartland
Financial (Blue Path) and Premier Bank will provide financing.
The Collateral Assignment Agreement facilitates Eagle Point Solar's financing of the
project.
BUDGETIMPACT
The only upfront funding required for this project is a small amount, not to exceed
$1500, to update technology ports required to connect the solar arrays to the Internet.
This amount can be funded through the existing Sustainability Special Events line item
in the Sustainability budget.
RECOMMENDATION
I respectfully request City Council approval of the attached resolution, authorizing the
execution of the attached Solar Power Purchase Agreement and Collateral Assignment
Agreement, which will initiate the process to install rooftop solar arrays on Fire
Headquarters and Stations 2-5.
cc: Rick Steines, Fire Chief
John Klosterman, Public Works Director
Jennifer Larson, Budget Director
Barry Lindahl, Senior Counsel
Bob Schiesl, Assistant City Engineer
Steve Brown, Project Manager
Todd Carr, Building Services Manager
Chris Kohlmann, Information Services Manager
3
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Proposal expiration 3/1/2017
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October 20, 2016
Chief Rick Steines
City of Dubuque Fire Department
11 West 91h Street
Dubuque, Iowa 52001
Dear Chief Steines,
Please accept this document as Eagle Point Solar's (EPS) proposal to design and install solar arrays at the Dubuque fire
stations. We congratulate the City of Dubuque for the on-going sustainability efforts. We are proud to be a member of
a community with leadership that places a high value on renewable energy sources and is making solar part of the City's
sustainability plan.
Our proposal includes roof mounted solar arrays at all 6 fire stations with a total aggregate size of 157kW. Although
each location is unique in size, the common denominator that makes all 6 financially attractive is the current Alliant rate
structure. Utilizing a Power Purchase Agreement(PPA) we can permanently reduce the cost of each kWh of electricity
generated by the solar array by more than 30%without the City of Dubuque making anv financial investment or
incurring any out-of-pocket costs. The terms of our PPA proposal are, $.085/kWh initial rate, 3% inflation factor for a
duration of 25 years. The current aggregate electric rate is$0.1168/kWh. At the end of the term,the City of Dubuque
will then be able to own the solar array and generate electricity for another decade or more.
The PPA will be funded through Eagle Point Energy 5 (EPE-5), LLC an affiliate of EPS with the capital being provided by
Blue Path Financial, LLC. Blue Path Financial is partially owned by Heartland Financial of Dubuque, the parent company
of Dubuque Bank&Trust, who will also be the tax equity investor in this(and other future) projects. In addition to EPS,
EPE-5 and Heartland Financial, Premier Bank of Dubuque has agreed to provide mezzanine financing when required.
In addition to the financial benefits, the solar arrays will optimize each facility by utilizing the open roof space and
turning it into a revenue generating asset. These projects support the City's sustainability goals by reducing the carbon
footprint by over 300,OOOlbs of avoided greenhouse gas emissions. These projects will support the local economy by
utilizing labor from the Dubuque labor pool to design, build and operate the solar arrays.
Lastly we would like to point out our commitment to non-taxable entities in Iowa, like the City of Dubuque. This
commitment includes an investment of 2.5 years and significant financial resources. These investments in time and
money ultimately led the Iowa Supreme Court to rule in favor of Eagle Point Solar in 2014. This precedent setting,
landmark legal case cleared the hurdles and legalized the use of third party power purchase agreements in the State of
Iowa. No other solar installer in Iowa has invested more in the fight to make solar energy available and affordable to
entities like the City of Dubuque.
Once you have evaluated all proposals you will find that when compared to other installers, Eagle Point Solar has the
most experience, uses only the highest quality equipment from tenured,tier-1 manufacturers, has unmatched expertise
in PPA financing and has completed more projects than any other installer in the region. We are a Dubuque based
company that contributes nearly$5,000,000 annually to the local economy. Based on all of the factors listed above,
Eagle Point Solar is the correct choice to partner with the City of Dubuque on these projects.
Sincerely,
IgI�
Barry Shear
President
2
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History:
EPS was founded in 2010 with an unwavering focus on quality, professionalism, and service. We have become one of
the leading solar installers in the Midwest with over 300 completed systems in Iowa, Illinois, and Wisconsin with
installations exceeding 6.5MW. This includes multiple installations for local government entities including; Dubuque,
Cedar Rapids, Galena,Johnson County and Cedar County. Our experience is unsurpassed by anyone in this area when it
comes to effectively building solar projects for municipalities.
Qualifications:
Our commitment to the solar industry is evident as we are members of various solar trade organizations and a founding
member of the Iowa Solar Energy Trade Association (ISETA). EPS has invested a substantial amount of time and money
to develop the solar industry not only in Dubuque, but also throughout the state and region.
Here are a few things that make us uniquely qualified for your project:
1. We are a Dubuque based, professional solar installer/integrator that is 100%focused on the solar
industry. Over the last 6 years we have grown to a team of nearly 30 full-time employees with specific
areas of expertise in our industry.
2. We employ our installation crews. We do not sub-contract the installations of the solar array like most
of our competitors. This business model has a higher overhead cost, but by leveraging our knowledge
from past projects we can complete installations quickly and maintain a superior quality.
The economic impact of EPS on the local Dubuque economy is significant. We believe by combining
payroll, benefits, office rent, supplies and all other money that is spent with local vendors,we contribute
nearly$5,000,000 to the Dubuque economy. This project alone will generate approximately$30,000 in
gross payroll which is money that our employees will spend here in our community.
3. Our employees enjoy not only extremely competitive wages, but also take advantage of generous
company sponsored benefits like health insurance, use of company vehicles and retirement plans.
4. Our team includes members that have been trained and certified by the North American Board of
Certified Energy Practitioners (NABCEP). This is a designation reserved only for those companies that
have reached the pinnacle of solar installers.
Key Personnel:
Every project has corporate level management from Eagle Point Solar's headquarters in Dubuque, Iowa as well as local
construction management at the site. EPS will oversee quality of service and product and is the prime contractor
responsible for all of the project work. Our experienced construction management team has enabled us to attain a
reputation as a consistent and efficient solar provider focused on customer satisfaction and quality workmanship.
Barry R. Shear
CEO & President
Barry Shear is President and Owner of Eagle Point Solar. He has earned a wide reputation as a vigorous advocate for
solar energy and climate change initiatives. Barry feels energy from renewable sources is the Industrial Revolution of
the 21st century, and that jobs, economic growth, sustainability, and reducing greenhouse gas emissions can all be
accomplished within a framework that works for the public and the utilities. Barry and Eagle Point Solar took the lead in
the landmark Supreme Court ruling in 2014 which now allows for third party power purchase agreements in Iowa. He is
a founding Board member and Treasurer of ISETA(Iowa Solar Energy Trade Association) and is a frequent speaker and
panelist on Solar Energy Policy.
3 �
Jim Pullen
General Manager
Jim has over 25 years of Executive Sales and Operations Management experience. His focus is on process development
and improvement,specifically with the sales and construction departments. Jim has also personally provided solar
consultations to over 50 customers who have installed solar arrays. Prior to Eagle Point,Jim was a small business owner
and also the Vice President of Sales for an established technology firm.
Larry Steffen
Vice President of Sales
Larry has over 36 years of Sales & Executive Sales Management experience. Leading the sales teams in his divisions as
well as establishing and executing sales strategies is a major focus. Larry has also provided solar consultations to over
150 customers in the last year. Prior to Eagle Point Solar, Larry was the Chief Operating Officer and co-owner of an
agriculture fertilizer plant in Iowa. He holds 3 U.S. patients on agriculture and ornamental fertilizer formulations. Larry
was also the Executive Director of Sales for an established software engineering consulting firm for 23 years.
Andrea Parrett
Corporate Controller
Andrea Parrett CPA brings over 25 years of accounting and operational experience to Eagle Point Solar. She leads the
financial and administrative functions of the company. Previously Andrea taught accounting and business classes at the
University of Dubuque and held positions as Assistant Vice President of Finance at Heartland Financial, Finance Director
at Stonehill Franciscan Services and Division Controller at Rite-Hite.
Joseph Petsche
Vice President of Construction and Engineering/Project Manager
Joe is a degreed Electrical Engineer with an MBA from the University of Iowa. He has over 20 years of engineering and
project management experience including previous positions with Kinder Morgan Energy Partners, British Petroleum
and Amoco. He has managed dozens of energy related projects and is committed to precise planning, efficient
execution, cost effective results and total customer satisfaction. Joe has been responsible for nearly 100 solar projects
of all types for EPS.
Tod Hollenback
Procurement Manager/Lead designer
Tod has over 25 years of experience of design, sales, repair and procurement within the technology market. He is
responsible for the design process which includes matching compatible equipment to the needs and goals of all client
projects. Tod has attended various training sessions and has received his NABCEP installer certification. Prior to Eagle
Point,Tod was a small business owner and previously worked for a technology company in various technical and sales
roles.
Brian Gil— Master Electrician
Service Manager- Hawkeye Electric
Brian and his crews are experienced in handling all phases of industrial, commercial, residential and institutional
electrical contracting, including maintenance and solar electrical installations. While headquartered in Hiawatha, Iowa,
the service area reaches far beyond that. We actively serve the Cedar Rapids, Iowa City, Coralville,Waterloo, Cedar
Falls, Dubuque, and surrounding communities.
4
References:
City of Galena City Hall Building—Galena, IL.
Project size: 32.5kW
Module Type: Suniva OPT285
_— - Inverter Type: SolarEdge SE7600A-US
I I _ Mounting System: AET
I' Completion Date: 2016
Contact: Andy Lewis
Email: alewis@cityofgalena,org
Johnson Co. H.H.S. &Administration—Iowa Citi
y IA.
�i rVIB Project size: 246kW(combined)
Module Type: Suniva OPT285
Inverter Type: SolarEdge
Mounting System: AET
Completion Date: 2016
Contact:Josh Busard
Email: ibusard@co.iohnson.ia.us
Bennett School District—Bennett, IA.
Project size: 167kW
Module Type: SolarWorld 285
Inverter Type: Fronius
Mounting System: AET
Completion Date: 2016
Contact: Dave Larson
Email: dave.larson@bennett.k12.1a.us
f City of Cedar Rapids Bus Garage—Cedar Rapids IA.
Project size: 90.711<W
Module Type: SolarWorld 315
Inverter Type:SolarEdge SE20K
Mounting System: DPW
Completion Date: 2016
Contact: Brent Schloltfeldt
Email: b.schlotfeldt@cedar-rapids.org
5
Below is a small sampling of our completed projects. An expanded list is available upon request:
Customer Location Size
(kW)
Vermeer Co. Pella, IA 872
Farmers Electric Coop Kalona, IA 800
City of Galena WWTP Galena, IL 325
Rochelle Municipal Utilities Rochelle, IL 324
City of Asbury City Asbury, IA 220
Cedar County Jail Tipton, IA 213
City of Dubuque OPS Garage/Public Works Dubuque, IA 201
Bennett Community School District Bennett, IA 167
Johnson County HHS Building Iowa City, IA 160
Jo-Carroll Energy Elizabeth, IL 127
Olin Consolidated School District Olin, IA 100
City of Cedar Rapids Transit Bus Garage Cedar Rapids, IA 91
Johnson County Administration Building Iowa City, IA 86
Howard-Winneshiek CSD (Bus Garage) Cresco, IA 39
Scope of Work:
The general scope of work is to design, optimize, install and operate 6 roof mounted solar arrays, one on each City of
Dubuque fire stations with an aggregate size of 157kW. The installation will be "turn-key" in nature so there will be no
capital investment associated with those projects for the City. Those projects will be financed utilizing a PPA agreement
so there will be no operating or maitenance costs during the term of the PPA.
For all 6 locations our racking choice will either be a ballasted system or for the metal roof on the Central Avenue station
a system that is clamped to the seams fo the roof. Both of these systems meet all building specifications and allow us to
install the solar modules without penetrating the roof surface.
Contractor Items
1. Solar array design, optimization,installation and operation.
2. Negotiate and complete the utility interconnection agreements.
3. Obtain and abide by all local, state, federal permits, codes and inspections.
4. Component sourcing and procurement.
5. DC and AC electrical system supply and installation up to the point of common connection (POCC).
6. Testing and commissioning.
7. Ongoing support and maintenance.
Owner Items
1. Provide access to the Point of Common Connection (POCC).
2. Provide a sufficient internet connection for the solar array monitoring system.
Specific Assumptions and Clarifications
1. String circuit wiring will be run as open air and cable tie wrapped to the racking system.
2. DC wiring from array to POCC installed in conduit.
3. Installer backed, 5-year workmanship warranty.
6
Design Criteria —West 9th Street — Roof Mounted 71.5kW:
6.9.2 /ctrl—Roof mounted array
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Equipment Specifications: DC Nameplate: 69.2 kW
Modules—Suniva 280-285 Watt Mono Module (orequivolent) Annual Production: 86,771 kWh/yr:
• 280-285 Watt, High Performance, High Power
• 25-Year Production Warranty Quantity:
String Inverters—SolarEdge SE9KUS,SE14KUS(or equivalent) Panels 247-
• 98%efficiency rating Inverters 5
• 12-Year Warranty(Extendable to 20-25) OpCimizer5, 124
Power optimizers—SolarEdgeP600
t
• 99%efficiency rating c�cujation " sed( P; `t 'llr tinge fro PU=4
25-year warranty04 "al
MountingSystem—Un1rac(or equivalent) £ X. a , ,fir
• Ballast—10'tilt � �����
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• 20 Year Manufacturer Warranty
8
Production Summary- West 9th Street:
Solar Electric (PV) kWh Production by Month (typical)
25,000 Q Energy Use
20,000 ,,..,,:
Energy Production
15,000
10,000
51000
0
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Noy Dec
Month
Tilt: 10'Azimuth: 158'
Shade reduces production: 0%
System Peak Power: 69.16 kW DC(66.739 kW AC, 59.374 kW CEC)
Annual Production: 86,771 kWh. Supplying 40%of annual electric use
25 Year Financial Summary:
Pre Solar Array Installation Post Solar Array Installation
Current Annual Current Annual Current Cost Solar Array annual Alliant Energy AIIIant Energy PPA PPA Energy IComhined Alliant&PPA
Year Cost j Usage(kWhl $/kWh Production(kWh( Annual Usage Annual Payment) Rate/kWh Annual Payment Annual Payments Savings/Year
�w ._ .„� .�..... .. _ .. -
_ 1 $ 25,343,SS� 217,920 $_01163 _ 8677.1 131,145 i$ 15,82.481$_ 00850 $ _7,3.75.54 $_ _ 22,62802 $ _ _2,715.83 �!
2 $ _ _26 30185 217,920 $ 01207 _ 86,337 131,583 $_ 15 88139 $ 00876 $ 7 558 82 $ 23440 21 $ _ 2,861.64
3 _ $_ 27,296.06 _ _ 217,920 $ 01253 _ 85,905 _ 132,015 $ 16,535.78 $ 00902 $ __ 7,746.65 $ 24,282.43 $ 3,013.63
217,920
132,444 $
5 $ __29,39867 __. 217920. 5.-_ 01349 , _ 85049_. 132 $_ 1792511 $ 00957 $ ..-8,13645 $_. . 26�fi1.56 $ _.3,33708 I,1
6 $ ,_30509 91 217,920 T 0I4W 84,623 133,297 18,662 22 $ 0 0985 $ 833864 $ 27,000.85 $ 3,509.06
7 ($ _3166318 217,920$ 01453 84,200 193,720 $ 19,42912 $ 0.1015 $ 8545851$ 27,974.98 $ 3,68821
8 32860051 - 217,920 01565 83779 - 134,141 $.__. 21057016 $ 010771$ __8975861$ 30033_02 $ -4,069.81
1 $ III f
_ 9 I$_ 3410216 217,920 $ 01565 83300 134,560 14
2192081 $_ 01168 $ 919891 $ 31119.72 $ 4,271501
82,529
13 ��$ 39,558.21. 217920 $ .01815 81,706 135,214$ 23754071_$ _01177 $ _ 966117$ 33,41582 $ 4,402.191
r _. _j$ 24,726501$__01212 $ _9905,87�$ 34628 $ 4,701.531
12 3811737 217,920 $ 017491 __ 82,116 _ 135804 $_ 2281932 $ 01142 $ _ 942750 $ 32246371_$ 4,929.84
4 82943 134977
217,9201$
5,167.451
16 $ 4421581 - 217,920 $ 0.2029 80,4861 137434$ 27,885.24 $ 01324 $ 10,658.551$ 38,543.79 $ 5,672.02 1
-__- 15 $-. 420605331 217,9201$ _ 01999 -_ _. 80,8911 -_-- 1370291$ 26790501 1
$_01286 $.--.104001 $
1 -__- 37190.fi0_?$ 5,414.721
17 $ 45,88717 217920$ 021061 _ 80,08411 137,8361$_ 29,02404 $ .._01364 $ 10,92341 $ 39947.46 C$ 5,939.71
18 $ 47,621.70 217,920 1$ 0.2185 79,6831
42,913.95
19
285.
30
20 $__ 5128995 _ 217920 $._02354 78,8881 139,02$._ 3272267 $ 014901$ 11,7580161$ 44,48083 $ _6,80912
1 21 $ 53,22871 217,920 $_0.2443 _ 784941 139,426 $_
34,055.93 f$ 01535 1$ U050351 _.._ 46,106.28 $ 7,12243
22 55,24075 217,920 $ 0,2535 78,101-_. _.. - - _ .53 $ _ 7,44822
_._ 23 $ 573885 217920 $
026311 77711 140209 $ 3688520 $ 01629 $ 1265669 $ _49541891$ 7,78696.1
_ 24 $ 59495881 217920 _ 027301 77322 140598 $ 3838554_ $ 01618 $ _ _1297121}+$ 51356751$ 8,13913
25 $ 61,744.83 217,920 $ 0.2833 76,939841 140, $ 39,946.06 $ 0.1728 $ 13,293.551$ 53,239.00 $ 8,505.23
TOTALSAVINGS�$ 1,024,73365 5448,0001 ..._ .__.._._. 2,043,973 __._. 3,404,0271'$__ 6439338 �$ 251,44290 $ 895,376.13 $ 129,3$7,$2
9
i,
Design Criteria — 2180 JFK Road — Roof Mounted 37.1kW:
36.9 kW— Roof mounted array
EtUimentS eci ications: DC Nameplate: 36.9 kW
Modules—Suniva 280-285 Watt Mono Module (orequivalent) ; Annual Production: 46,693 kWh/yr:
• 280-285 Watt, High Performance, High Power
• 25-Year Production Warranty Quantity:
String Inverters—SolarEdge SE9KUS,SE14KUS(or equivalent) Panels 132
• 98% efficiency rating Inverters 3
• 12-Year Warranty(Extendable to 20-25) pptirnizers tib
Power optimizers—SolarEdge P600F
• 99%efficiency ratingIl tivuCab t5 baeyl ubiniehi�enee#ro n PU
25 year warranty
Mounting System—Unirae(or equivalent)
• Ballast—10' tilt
�` �
• 20 Year Manufacturer Warranty
10
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Production Summary - 2180 JFK Road:
I,
Scalar Electric (PV) kWh Production by Month (typical)
soon [j Energy Use
N Energy Production
ee
2,nnt7
n
i
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Month
Tilt: 10'Azimuth: 180'
Shade reduces production: 0%
System Peak Power: 36.96 kW DC (35.666 kW AC, 31.73 kW CEC)
Annual Production:46,693 kWh. Supplying 103%of annual electric use
25 Year Financial Summary:
Pre Solar Array Installation Post Solar Array Installation
ICurrent Annual CurrentAnnual Current Cost Solar Array Annual AlliantEnergy AlliantEnergy PPA PPA Energy CombinedAlliant&PPA
Year I Cost Usage(kWh) $/kWh Production(kWh) Annual Usage Annual Payment Rate/kWh Annual Payment Annual Payments f S-avings/Year
1 $ 5,720B 45,240 0.1264
6,1W60 _45240 $_ 01362 47,491 0
45240
_ (225 $,- --(306.6011$ 00902 $-- 42262 $, 3916021$ 2,18819
2 $ _ 5,93622 $_-_ 01312 _ 47,730 S0
59
4 1$_ 639348 -__ 45,240 $ _. 014131 47,251_„- 1201411$ (284,63) $ 0.0929 $ _ 4389,04 $ 4,10441 $ 2,289.07
5 �$-. 663515 45,240 $ 01467 47,018_ (1,778) $_ (260,74) $ 0.0957 $ 4,498.11 _$. 4,23737 $ 2,397.78
L- 6 �$ _ 688596 _ 45,240 $ 01522 _ 46,783 (1543) $ (23481) $ 00985 $ 460989 $ 437507 $ -2,51088
7 $ _ 714625 45,240 $ 01580 46,549 _ (1309) $ (206.74) $ 01015 $ 4724441$ 451710 $ 2,62854
_ 8 $ 741638 452401$_ 01639 46,316 _ (1076) $ (176.40 $ 01045 $ _ 4841.84 $ _466545 $ 275093
9 $ ._ 769671 _ 45,240 $ -01701 46,084 (944) $- (ffi367) $ 01077 _$ 4,96216 $ 481850 $ 287822
_ 0 I$__ 798765 _ 45740 $ 01766 45,854 (614)1$._ (10841) $ 01109 $__ 5,08547 $ _4971061$ _301059
11 $ - 828958 45,240 $_ -01832 45625 (385) $ (7050)$ 01142 $ 521185 $ 514135 $ 314824
,
----12 $ _ 8,602,93 __ 45,240 $_ 01902 _ 45,397 _ (157) $ (29.78),$ .01177_$- 5,341,36 $ 5,311.58 $ 3,291.35
13 �$- 892612 45,240 $__ 01974111 _ 45,170 70 $_ 13.88 $ 01212 $-- _547409 $ 548798 $ 3,44014
__- 14 $ 9,265.60 --_- 45,240 $ 02048 44 944 296 $_ 60.67 $ 01248 $-$--
5,6103 i,$ 5,67079 $_.__3,594 81,.
45 5
16 $ _ 997932 __ 45,240 $__0206 --__ 44,495 _ 15 $--- .-.. 164.23 $ 01324 $ 5,892417$ 6,05664 $ 3,922.68
33
�- 19 $ 1115429 45240 $ _0266 ._ 43831 . _ 1409 $ 34731_ 01447 $ 60342700 $- 669001 $ 4,464.29 66.78
18 �$ _ 1074802 452-40 $ _02316 44052 1186 $ _28233 $ 01405 $_ 618891 $ 647123 $ 4,276
20 $ 11,57592 45240 $ 02559 43,612 1,629 _$_ 41651 $ 01490 $ - 6,500.32 $ 691683 $ 4,659.10
21 $ _1201349_ 45,240 $ 026156 43,394 1,845 $ _ 490:16 $ 01535 $ _ 8,661.85 $ 715201 $ 4,861.48
22 $ _ 12 46160 45,240 $ _., 0 2756 43,177 2,063 $ 568.48 $ 01581 $ fi $827.40 1395 88 $ 5,071.72
23 I$, . 12 93888 45,240 $ „_.. 0,2860 _ 42,961 2,279 $__ 651.72 $ 01629 ,$ 6,997.06 $_ ---_ 7,64877 $ 5,290.111
_ 24 $ _1342797 -- 45,2400 $ _029fi8 42,747 2,493 $ 740.11 $ 016781$ _ 717093 $ --_791104 $ _ 5,516.93
_ 25 $__.1393555 45,240 $ 03080 42,533 __.. _ 2,707 $ _ 833.92 $ 01728_$ 734913 $. _818306 $ _5,75249
1 2041 $ 14,46231 45,240 $ 03197 42,320 2,9201$ 933.43 $ 0.1180 $ 7,5311fi $ 8,465.19 $ 5,991.12
TOTALSAVIN6SI$ 245740.371 1,176,240 I 1172,299 3,941 $ 3,340.651 $ 14653806 $ 149,878,71 .$95861.66r
11
I
Design Criteria -3155 Central Avenue - Roof Mounted 23.9kW:
2.3,5 kW- Roof mounted array
r
Equipment Specifications r DC Nameplate: 23.5 kW
Modules—Suniva 280-285 Watt Mono Module(orequivalent) Annual Production: 29,537 kWh/yr:
• 280-285 Watt, High Performance, High Power
• 25-Year Production Warranty Quantity:
String Inverters—SolarEdge SE9KUS,SE14KUS (orequivalent) Panels 84
• 98% efficiency rating , Inverters 2
• 12-Year Warranty(Extendable to 20-25) Optimizers 42
Power optimizers—SolarEdge P600
• 99%efficiency rating (Ilaleuaians based ori mtAg� G�flnii�Rz W°
• 25-year warranty
Mounting System—DPW(orequivalent)
• Flush Mounted—15'tilt
• 20 Year Manufacturer Warranty
12
Production Summary- 3155 Central Avenue:
Volar Electric (PV) kWh Production by Month (typical)
81000 . - .- . . - 1771 Energy use
® Energy Production
s,a00
4,000
2,000
0
Tan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Month
Tilt: 10'Azimuth: 145'
Shade reduces production: 0%
System Peak Power:23.52 kW DC (22.697 kW AC, 20.192 kW CEC)
Annual Production: 29,537 kWh. Supplying 48%of annual electric use
25 Year Financial Summary:
Pre Solar Array Installation Post Solar Array Installation
ant
_.- � _ -,4 - gY,9� _0Combined Alli,49.8
( - I y -=k 0 $ Pam2510.651PPAAnnualPayments Savings/Year
A PPAEnergyAnnual
Cost Solar
nnual
Y
Year urreCto7nnua nn(kWhla a $/kWh Production Array kWh Annugl AlllantPne�enAnnual Rate/ $ 6,496.87 $ 1,116.29
1 $_ 613.16 62,000 $01228T 29 537 32,463 $ 3 986 23 $ 0 _
7,90034
s 0.1274
3 i$- 8,199 9 - 62,ODO_$013231 29242 32,758 $ 433225$ 0.0902 $ ___263697$ __ ...6969.16 $ 1,172.18
_.
.22 $ -,.,1,230_37
_ 4 $ 850954 _ 62,000 .$01373 _ 29096 32,904$ 451601 $ O.U929 $ _2,702.9 7,218.58 $ 1,290.961
5 1$ 8,831.20 62 000 $0.1424 26 951 33,049 $ 4,707.50 1$ H957 $ 2,769.66 $ 1477,16 $ 1,35404
-- - -- - ---_ - -- -- --- ---- - 04
_ 6 $__ 916502 _ 62,000 $01478 _ 28,806 33,194$ _ 4,906.84 0.0985 $ 2,83B.49 $ 7 745.33 $ -1,41969
7 $_ 951145 62000 $01534 28,662 33,338$ - 511442 $ 0.1015 $ 290902 $ _ 8023.44 $ 1,48801
.12
_ 0 $_ 1063134 62 ODD 28234 33,766$ -_57899 $ _0.11091$ 3131323_ 892127 $ 1,7100_
987099 62000 $01592 _ 28519 33,481 $ 533056 $ 0.1045 $ 298131 $ 831181 $ 1,559
9 $. 10 24411 __ 62 000 $01652 _ 28,376 33,624 $ _ 5,555.61 $ 0.1077 $ _ 3,055.40 $ _ 8,611,01 $ 1,63310
7
11 $ 11033 20 62000 $01780 _-. _ 28,093-1 33,907 $ 6033 93�1�_$, 0.1142 $ 3,209,14 $ 9,243.06 _$ 1,790.14
12 $ 1145026 . 62000 $01847 27952 34,048 $ 6,28795 r$ ,0,1177{$ 328888 $__ 9576.84 $ 1,873.42
-E0!0000 $:-0,19-1-7
-6,5--52-,42- -_
13 $ 11883 U8 __ 62 000 $D 1917{ _ 21813 34,1811$ $ 01212 $ 3 370 61$ 9 923.04 $ 1,960.04
...._ T- - ---- _. -----..
14 $ _ 12,332.26 620001$01989 27,674 34,326 $ _6,827,77�$_0.1248 $ 3,454.37 1$_ 10 282.14$ 2,050.12
15
[$ 12 79842 _ 62,0001$0 20641 -... 27,535 34,465 $ 111442 $; 0.1286 $ 354021 $ 10 654.63 $ 2,14379
16
62,000 T0.2iQ
2.42
( _ 18. $ 14305310 62000$02307 _ 27,124 34,876 $ 804690$ 01405 $ 381075 $ _11,851.65 $ _ _2,447,66
19 $ 14,846.05 -620001$02395 26,989L5,011I ----- $_0.14471$ -390545 $ 12288_99 $ P,57.06
20 $ 1540723 62 000$0 2485 26854 35,146$ 8,73397 1$ 0.1490$ 4,002 50 $___. .12,736.47 $ 2,670.76
_- .-__ _ _ _- - 1 1581 $ 420389 $ 13682.71 $ 2,788.92
22 1$ 1659403 62000 $02616 26586 35,414 $ 9478M $ 01535 $ 410196 $ _ 13200
$ 1598963 __ 620001$02579 _ 26,719 _35,281 $ _909875 $ 0_
__ -
_ � i it 33�$ 2,91170
_ 23 $ _ 17,22129 62,000 $02778- 26453 35547 $ 987364{$- 016291$ 4,308361$ 1418200 $ 3,039281
24 $-_ 1787225 62000-$02883 263211 35679$ 1028499;$ 01678$ 4,41542$_ - 1470042 $ _ 3,171.83
25 $ 18,547.82 62,0001$0.2992 26,1891 35,811 $ 10,113.1411$ 0,1728 $ 4,52515 $ 15,238281$ 3,309.54
1TOTALSAVINGSI$_ 3117,8------ -.. 1,550,00111-,_., -__. 695,112 SSM1,2281$ ____..-..v0�%1 1..__.__ I$ 85591601$ _- 256,552.95 $ 51,271.68
13
Design Criteria — 1697 University Avenue — Roof Mounted 37.1kW:
16.2 kW—Roof mounted array
a I
s�
Equipment Specifications: DC Nameplate: 16.2 kW
Modules—Suniva 280-285 Watt Mono Module (or equivalent) Annual Production: 19,687 kWh/yr:
• 280-285 Watt, High Performance, High Power
• 25-Year Production Warranty Quantity:
String Inverters—SolarEdge SE14.4KUS(orequivalent) Panels 58
• 98%efficiency rating Inverters 1
• 12-Year Warrant Extendable to 20-25 `
Y( ) , Optimizers 29
Power optimizers—SolarEdgeP600
• 99%efficiency rating ogn of gen0cfr(ipt PZ
• 25-year warrantytz
Mounting System—Unirac(orequivolent)
• Ballast—10'tilt
• 20 Year Manufacturer Warranty I�
14
Production Summary- 1697 University Avenue:
Solar Electric (PV) kWh Production by Month (typical)
81000 171 Energy Use
Energy Production
a,aaa
2,000
a I
Ian Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 1
Month
Tilt: 10'Azimuth: 170'
Shade reduces production: 19% (lower roof only)
System Peak Power: 16.24 kW DC(15.672 kW AC, 13.942 kW CEC)
Annual Production: 19,687 kWh. Supplying 28%of annual electric use
25 Year Financial Summary:
Pre Solar Array Installation Post Solar Array Installation
Current Annual Current Annual ICurrentCost Solar Array Annual AlliantEnergy AlliantEnergy PPA PPA Energy Combined Alllant&PPA
Year cost Usage(kWh) $/kWh Production(kWh) Annual Usage Annual Payment Rate/kWh Annual Payment Annual Payments Savings/Year
1 $-_ _839216 69,802 $ 01202 19,687 50,115 7-75=25=7 $ 0.0850 $ 1,67340 $ _ 7,699.06 693.70
2 $ 871001 - 69,802 $ 01248 19,589 - 50,2131$_ 626571 $_, 0.0876 $_ _ 1,71498 $ 7980,69 $ 729.31
3 $ _. 903924 69,802 $ 01295 19,491 50,311 $ 651524 $ 00902 $ 175160 $ 8272,84 $ 166.41
4 $ _ 938093 69802$ _ 013441 19,393 ._ 50,409$$ _ 6,774.611$ 00929 $ 180127 $ 857589 $ BOS.M
$ 0395 19,296 50,506 5
.22 0 0957
.03
..._ _._. _ -_ __._.__. - _ -__ ____I --- 25 $ _ 845.21
6 $__ 1010353 69,802 $ 01447 19,2001 50,602 $ 734 6 $ 00985 $ 189191 $ 9,21636 $ _887.1_7
_ 7 �$ 1048544 69,802�$ 01502 19,104 50698$ 7,61574 $ 0.1015 $ 193892 $ 9554.6fi� 930.76
8 $ __ 1088179 69802 $_ 01559 19008 50,794 $ _ 1,91851 $ 01605 $ 198710 $ 9905611$ 976.16
9 �$ 1129312 69802$_ 01618 18913 50,889 $ 823320 $ _01077 $ _203648 $ 1026969 $ 1,02344
10 $ 1172001, 69,802 $_ 01679 18,819 _ 50,983 $ 856301$ _ 01109 $ 208709 $ _ 1061739 $ 1,07262
11 $__ 12163021 69,802 $ 01743 18,725 51,077 J 890027 $ 01142 $ 2,13895 $ 1103922 $ 1,12380
12 $ _ 1262278 69,802 $ 01808 _ 18,6311 51,171p 925363 $ 01177 $ 2,19211 $ _1144574 $ 1,17705
13 $ _ 1309992 69,802 $_ 01877 _ 18,538 51,264 p 962090 $ 01212 $ 2,24658 r$ _ _ 1186748 $ 1,23244
16 }I$ 14,642.32 _ 6699,8021$ 0 26981 18 61 51,541 $ 10 811711$_. OD�$ _2,4018 261$ _ _ 13,229.97 f$ 1,290071
15 $ -1-4,109.20 ---6-9002- __ _ 350A1
412.35
17 $ 15195 80) 69,802 $ 02177 18,170 51,632 $ 11240 27 $ 01364 $ 2,47835 $ 13,718.62 $ 1,47717
18 $ 1577020169802 $ 02259 18,079 51,723 $_ 1168568 $ 01405 $ . .2,53994 $ 14225 62 $ 1,54458
19 I$ _._163fi631� 69802 $_ 02345 17,989 518131$ 1214859 $ 01447 $ 2,60306 $ 1475165 $ 1,614.661
20 I$ 1698496 69,802 $__ 024331 17,899 51,9035 1262969 $ 01490 $ 2,66774 $ 1529744 $ _ 1,687.521
21 $ 17 62699 69,802 $ 0.2525 178091 51,993 S 13,129.69 $ 0.15351$ 2,734 W $ 15,863.73 $ 1,763 26
_ r - - 2,801m
.._
24 $ 19702401 _ 69802 _$ 02823 17549 _ 5215015_ 14,75062 $ 016781$ 2,80198T$ 1645491 $ 1,841.98
22 $ 1829329 69802$ 02621 17720 52082 S 1361933 $ 015811$ 2
_23 $ __ 1898478 _ _ 69802 $ 027201 17631 52171 $ 14,18937 $ 01629 $ 2,87161 $ 1706098 $ 1,92379 1
_ ,942 97 $ _ 17,693.58 $ _ 2,008.82
25 $ 20,447,15 69,802 $ 019291 _ 17,456 1 52,346 $ 15,333.88 $ 0.1728 $ 3,016.10 $ 18,349.981$ 2,097.17
1 , $ 57,
TOTALSAVINGS $ 339,346.37.____ 1,745,050..._.. 463,76 1281,30 $ 25002327
4 04851 $ 307,071.78 $ 32,274.59___.. _.-._....-__.
15
Design Criteria — 689 South Grandview Ave — Roof Mounted 3.9kW:
5.0 kW—Roof mounted array
a2
Equipment Specifications: DC Nameplate: 5.0 kW
Modules—Suniva 280-285 Watt Mono Module (orequivalent) Annual Production: 6,366 kWh/yr:
• 280-285 Watt, High Performance, High Power
• 25-Year Production Warranty Quantity:
String Inverters—SolarEdge SE380OA-US(orequivalent) Panels 18.
• 98%efficiency rating Inverters 1"
• 12-Year Warranty (Extendable to 20-25) Optimizers , 18
Power optimizers—SolarEdgeP300 :
• 99%efficiency ratingAlleanulatirrted161-111ipten `fr� ,PU° ,
• 25-year warranty
Mounting System—Unirac(or(orequivalent)
• Ballast-10 tilt
• 20 Year Manufacturer Warranty
16
Production Summary- 689 South Grandview Ave:
Solar Electric (PV) kWh Production by Month (typical)
4,000 . F1_Energy Use
l Energy Production
accts �'
fr
11000 _....�;
c
Jan Feb Mar Apr May Jun Jul Aug .,.Sep Oct Nov Clea
Month
Tilt: 10'Azimuth: 185'
Shade reduces production: 0%
System Peak Power: 5.04 kW DC (4.864 kW AC,4.327 kW CEC)
Annual Production: 6,366 kWh. Supplying 29%of annual electric use
25 Year Financial Summary:
Pre Solar Array Installation Post Solar Array Installation
Current Annual Current Annual Current Cost Solar Array Annual l AlliantEnergy Alliant Energy PPA PPA Energy Annual lCombined Alliant&PPA
Year Cos[ usage(kWh) $/kWh AProduction(kWh) Annual Usage AnnualPayment�Aate/kWh Payment Annual Payments 3Savings/Year
-�$.__ 326231 22232 $ 01467 _63- _- 15898 $._.._ 2,33284 $ 00871} 55456 $W„ _ 288748 $ 359.01
_ .._.__. ._-_. 8 II__._..._ .._—_ _.
3 3305631 - 22232�$-- 0.1523 _ _ 6,271 k.__ .15601 $ 2,52252 $. 00929 $ _ 58246 $ 3,10498 $ 408.62
1 314349 22232 01414 6366 __ 15866 $ 224337 $ ___00850 _ 54111 $ _ _ 2784
I _ 18 $ 391,45 I
7 $ 3,92730 22,7321$ 01 6177 f 16055 28 606 $ 01015 621.97 $ 333925 - -- —_
4 $,__ 351361 22232 $ 01500
I _ _ _ _ _ $ _ 426.47
6 $ 378426 22,232 $ 01702 _ 6,208 _ 16,0241$ _2,727,48,1 00985 $ _ 5 $ 445.01
1 ___ $_.... .294892�$ 0104S $._..._.T 64255 $ .._. ..--359103 46427_
8 $ 407575 - 9222 -
11
.,, 01833 6,147 16085 l 48 $ - 48428,
9 $ 4 22982 01903 6116 16116 $ _ 366 24 $ 01077 $ 650 S2 $ 3 724 76 $ 50506
10 $ 4,389.70 _ 01974 6085( 16147 L 318818 $ 01109 $ 674 88 $ 3 863 07 $ 526 fi4$ 4,555.63 1_ 22 2321$ 0 2049 6 055 16171 _
f _ � $ _ 331493 $ 011421$ 69165 I}$ _ 406581$ _ 54905
_ 12 $ 4,727.84, 22,232 $ 02127 _ 6,024 16,208 $ 3446671$ _ 01177$ 708841$ 4155511$ 57232
13 $ 490655 222321$ 02207, 5,994 16238 $ 3583611$ 01212 $ 72646 $ 431061$ 596,491
14 $___ 5092021 22232 $ 022901 _ 5964 1fi268 $ 372593 $ 01248 $ 74451$ 4470441$ 621581
22,2321$ 07377 5,935 �- 16,297 $ _-- 387386 $__ 01286 $ 763011$ _ 4636.87r$ 64763
If IS $ 528449
4 18 $_ 59669 222232 $ 02� 5846 16386 $ 435350 $ 0148741 $ 09 $ 821335 5174821$ 731,87,
19 $ 612997 22,232 $ 0 2757 5,817 16,415 $ 4 52612 $ 01447 $ 84173 $ 5,367.85,$ 762.121
20 $ .,, 636166 _ 22,232 $ - 02861 57881 16,444 $ __ 470553 $ 014901$ __ 062641$ - 5568_10 $ 79350
_ 22,232 $ 02970 57591 16,473 $ 489200 $ 01535$ 88408 $ 511608 $ 026A7
6 fi0215 22132�$ 0 3082 5 730 16 5021$ _ 5 08579 $ 01581 $ __ 90605 f 5 99184 $ 859.87
22 $ 6 85171 r
711071 22732$ 03198 5701 16531$ 528119 $ H629 $ 928561$__ 621576,.$ _ .__894.95
24 !$ _ 737949 22,732 $ 03319 5,673 _165591$__ 549651 $ 01678 $ 95164 $ _ 6448.15 $ 991.34
25 $ 7,65&441 22,232 $ 034451 5,644 16,5881$ 5,71405 $ 0.1728 $ 97529 $ 6,689.34 $ _969.10
I70TALSAVINOS $_ 127,101451 _ 555,800 1 ._- _,_,_„__. 149,957,__,_ 405,8431$--.- 93135201 _. $ 18,447241$ - 111,582.44 $ 15,519.00
17
Design Criteria — 1500 Rhombers Ave— Roof Mounted 4 8kW•
6.1 kW Roof mounted array
fi
a
Epulpment$pecf icationsr DC Nameplate: 6.1 kW
Modules—Suniva 280-285 Watt Mono Module(or equivalent) Annual Production: 7,682,kWh/yr(
• 280-285 Watt, High Performance, High Power
• 25-Year Production Warranty Quantity;
String Inverters—SolarEdge SE5000A-US (orequivalent) Panels 22
• 98%efficiency rating Inverters 1
• 12-Year Warranty(Extendable to 20-25) ppCirnizers- 22
Power optimizers—SolarEdge P300
• 99%efficiency rating ylllbafa�latf2hsbe$ CJo�'lntel gegcetfo pY� "`
r r
• 25-year warranty
uyr' ,' � <t.t�
Mounting System—Unirac(orequlvalent) �;,�'����� �� , �,��:j, ,� � ;��`�'�"� '
-t'"' w� -: `k t"�'
• Ballast—10'tilt
CdCihs k�sinM1F' .5,.`aiH^�'m 2wi`.5.4 "�'w�$' iv'.
• 20 Year Manufacturer Warranty
is
Production Summary- 1500 Rhomberg Ave:
Solar Electric (PV) kWh Production by Month (typical)
31004 ❑. Energy.Use
Z500 .. ,'�'�,., -. 0 Energy Production
Loop
4
)an Feb Mar Apr , May )un )ul Aug Sep Oct Nov Dec
Month
Tilt: 10'Azimuth: 210'
Shade reduces production: 0%
System Peak Power: 6.16 kW DC (5.944 kW AC, 5.288 kW CEC)
Annual Production: 7,682 kWh. Supplying 38%of annual electric use
25 Year Financial Summary:
Pre Solar Array Installation Post Solar Array Installation
� � I
Current Annual Current Annual Current Cost Solar Array Annual Alliant Energy Alliant Energy PPA PPA Energy Combined Alliant&
Year Cost Usage(kWh) $/kWh Prodactlon(kWh) Annual Usage Annual Payment Rate/kWh Annual Payment IPPA Annual Payments] Savings/Year
_ 1 $ 2,89439 20 326 $ 01424 7 682]_ - 12,644 $ 0,800.49 $ O.C850 $ 652.97 _$ 2,45346 $ 440.93
_ 2 $ 3,003.80 _ 20,326 $_ 01478 -_ 7,644 12 682 $ 187422_ $ 0,0876 669.20 $ 2,543.42 460.38
3 20 326$ 01534 7605 12,721,$ 1950.93 $ 00902 $ 685 83 $ _2 636 75($ _ 48059
.. . .._ -... _ - -._ {r
_ 4 $ 3 23518 _ 20 326 I$ 01592 __ 7 567 12,759 $ 2 030,72 $ 0 f&29 $_ _702.87 $ 2,733.59 $ __501.58
5 �$__ 3 357 47 20 326 0.1,652 7,5307,530 12,796 2113.74 $ 0.0957 $ 720.33 $ 2,834 07 $ _ _523.40
6 $_ 3 484 38 -- 20,326 $ 01714 7,492 12,834 $ 2 20009 $ 0 0985 $ 738.24 $ _2,938 32 $ 546,05
. .__
381609i 20,326 $ 01779 7,454 _ 12,872 $ _ 2,289.92`$ 01015 $ 75658 $ 304650 $ _56939
8 $ 3,752.78 _ 20,326 $_ 0,1846 l 7,417 12,909 $ 2,383.36 $ 01045 $_. 775.38 $ 3158 74 $ 594.04
9 $ _ 3,894.631 _ 20,326 $_ 01916 7,380 _'12,946 $ 2,4K55 $ 01077 $ 794.65 $ 3,275 20 $ 619.43
__. _I - �_ _ _ - $
_ _ -. I .._..__ .i_ __$ $ - 3,39605 $ 645.80
11 .______ _ __
_ 13 S$_ 451774 „__ 20326 $_ 022023 _ - 7234 13D56 $ 2909.98 $ 0.1272 $ 876.63 $ 852145 $ _673.18
12 $_ 435319 _ 20326 $- 027A2 7,270 13756 �_ - 279621��- 0117�7�$ 85538$.- ,3165158 $ 701.61
404185 20326 _ _ 019
F -� -_�- -� --
y_„- $ 3,78661 $ 73113
14 i,$__- 468851 _ _20,326 $ 02307 7197 131291$ 302832 $ 01248 $_ 89842 $ 3,92674 $ 761.77_
15 $ 4,86S.73 20 326$_ 0 2394 7161 13,16 $ 315141 $ 01286 $ 920 74 $ 4,072155 $ 793.59 j
5,240 54 20326 $ 0.2578
IS I$ 548631 _ 20326 $ _ 026761 7,055_ 13271 $ BSSS.OS 014W$--- 99110�_$ 4,542 6�$ 860,89,,
16 $ 5 049 66 20 32fi 0 2484 7,126 13 200
_ 20 $_ 5 857.56 20 326 $ - 0 2882 __- 6,984' _13 342
-.19, _ $ 5,644.21 __ 20,326 $ 0 2777 _ __7,019 _ 13,307�$ _3,695,08 $ 01447 $_ 1015331$ 4,710 81$ 933.40
- ! 1 __$ 3844.87 $ 01490 $_ 10409711$ 4,88584 $ - .971.72_
21 $ 6,079.98_ _ 20,326 $_ 0.2991 __ 6,949�- 13 377 $ 4,000.65 $ 01535 $_ 1066.84 $ 5,067 49 $ 1,011.49
Ls _
22 . - 63087 _ 20326 $ 03104 6914 13412 $ 4162.65 $ 01581 $ 1093351$ _5,25601 $ 1,052.75
23 �$_ 654773 20,326 $_ 03221 _ 6,880 -13.44E$ _453114 $ 01629�$ 112052 _$_ 5,451661$ 1,009557
25 $ 705156 20,326 .03343 6845 13481 $ 4506,36 $ 01678 $ 114837 $ 5,654721$ 1,140.00
L_ $_ 0 �._
-_ _6 l} - -
$ 3469 6,811 13,5151$ 4,68857 $ 017281$ 1,17690 $ 5,86547 1$ 1,186.081
LTOTALSAVIN08 $ 11702959 -- 508,150.E �_. 180,957 527,199E 75,75016 J$ _,. 22,260.71,$,- _ _98,011.47 $ 19,018,06
19
Combined Financial Summary:
PPA Terms:
• Term: 25 years
• Initial Energy Cost/kWh: $.085
• Annual Inflation Factor: 3%
Pre Solar Array Installation Post Solar Array Installation
Current Annual Current Annual CarrentCost Solar Array Annual AlliantEnergy! Allianthergy PPA PPAEnergy Combined Alliant&
Year Cost UsagejM1 $ kWh Production lMhAnnual Usage l Annual Payment eatelliM Annual Payment PPA Annual Payments Savings/Year
28,1K50 0.090 $ 16,7N.56
1 $ 51,03951 437,5201$ 012121 195,152 211,7681$ 2930893 $ 00876 $ 17,13812 $ --44,84906 $ 6,55899,
_ _ 5 9
2 y�$ 53, � _ �_.�. 6,44104)$ 6,59248
_ 4 $ 57,1 0 .._ 437,520 $ 0 06 193,800 ._ 46�. 9,.__ 03 41
3 242,146 30,5
$ 3994 $ Q0902 $ 17,564 00 $ 4810394 $ 6,940
T 243,120 $ 31,821,51 $ 00929 $ 18,00046 $ 4982191 $ 1,30312
5 $ 59,28442 437,520 $ 0.255 192,831 244,689 $ 33,155.66 $ 00957 $ 18,44111 $ 51,60343 $ 1,68099
6 615
---,2531 433I ,1520 $ 01406 191,861 24;,653 34,54452 0,0985 1 ._.I_._ _ -_1$ 189Q6200_ _ .2I ,5345013 $ 8_ .014._-.R1
$ $ $ $ -
7 6385103 431520;$ 01459 190901 246,613 $ 35,99031 $ 010151 19,3160211,$ 55,36633 $ 8,48410
8 _ L$ 6626460 43152�0 $ 015151 189953 241561 $ 3149531 $ 010451$ 5 51,35283 $ 8,91111
_ .1 r. 1
9 $ 68,76940 437,520 $ 07512 189,003 248,511 $ 39,06192 $ 01077 $ 20,350811$ _59,412901$ 9,346.51
10 $ 71,368.88 437,520 $ 01631 188,058 7A9,462 $_.... 40,69261 $ 0,11091$ 20,85610 $ _61,54931 $ 9,819.57
11 $ 14,065,63 437,520 $ 01693 187,12 250,402 $ 42,389,97 $ 0114_2 $ 21,374.98 $ 63,16496 $ 10,301,61
3.51
.35 437,520 0.1757 186,li
13 _ $ 79,11189 437,520 $ 01823; 185,251 252,269$ 45,995.54 $ 012121$ 22,450521$ 68,44606 $ 11,3LP584
$ .. 82, -_- _._.-'i_ ' _.. 1286 $ 2308018 $ ^ 1348151$ 11,869,42
14 18121 431520 $ 01892 184,325 253,195 $ 4190943 $ 0 .
15 $ 85,916.,63 437,520 $ 0196 . 183,403 254,111 $ 49,901.39 $ 0 $ $ $ 12,43506
16 $ 89,16428 437,520 $ 02038 182,486 255,034 $ 51,914551$ 0224;$ 24,16614 $ 76,14069 $ 13,02359
11 $ 92,534,69 431,520 $ 021151.. 181,5141 255,946 $. T 54,13216 $ 013641$. 24,76661 .$ _ 18,89884 $ 13,63585
18 $ 96,03250 437,520$ 02195 180,6fi6� 256,854 $ 56,311.63 $ 01405 25,38212. 81,75975 $ 14,21215
19 --�$ 99,66253 437,520 $ 02278 179,763 251,151 $ 58,71447 $ 014471$ 26,01287 $ 8412134 $ 14,93519
21 $ 101,339421 431,520 $ 024531 177,969 259,551 $ 63,611101$ 015351$ 21,32111 $ ^90,998811$ 16,34054
20 $ 103,42977 437,520 $ 023641 178,864 258,656 $ 61,11636 $ 014901$ 26,65929 $ 81,80565 $ 15,624,12
23 � $. ..115,60165 431,520'$ 02642) - 116,194 261,326 $ 69,05 301581$_ 28, $ 94,
311381$ 11,08541
1$ 111,39684 431,520 $ 02546 111,080 260,440 $ 66,31 066 00072
_ .
115 $ 01629 L$ 28,69654 $ 91,141691$ 17,85996
24 $ 1191911,62 437,520 $ 0.2742 175,32 262,201$ 71,90281 $ 016781$. .W29,40965 $} 101,31252 $ 18,665;10
25- � $ 124,512111 431,5201$ 0,2846 174,4371 -�-263,083 $ 74,870.26 $ 017281$ 30,140.481$ 105,010731$ 19,502.04
TOM WINGS I$ 2,066,441241 10,938,000 4,634,304 6,303,696',$ 1,199,241461 _ .._.. $ 510,09682 $ 1,769,34428 $291,102,96
20
RESOLUTION NO. 15-17
APPROVING A SOLAR POWER PURCHASE AGREEMENT AND A COLLATERAL
ASSIGNMENT AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND
EAGLE POINT ENERGY — 5, LLC AN IOWA LIMITED LIABILITY COMPANY
WHEREAS, the City of Dubuque, Iowa (City) is the owner of the real property
legally described as follows:
Fire Headquarters
Address - 11 West 9th Street
Legal Description - CITY LOT 259, LOTS 1 & 2 OF THE SUBDIVISIONS
OF CITY LOT 260 & THE SOUTH 1/2 OF CITY LOT 261
Fire Station 2
Address - 2180 JFK Road
Legal Description - LOT 1 OF HOHNECKER PLACE #2
Fire Station 3
Address - 3155 Central Avenue
Legal Description - THE NORTH 15' OF LOT 23, LOTS 24 & 25, LOT 1-
1-26, 2-1-26, & 2-26 IN G.R. WESTS ADDITION
Fire Station 4
Address - 1697 University Avenue
Legal Description - LOTS 5 & 6 OF TSCHIRGI & SCHWIND'S
SUBDIVISION
Fire Station 5
Address - 689 South Grandview Avenue
Legal Description - LOTS 15, 16, 17 & 18 IN BLOCK 5 OF GRANDVIEW
PARK ADDITION; and
WHEREAS, the City desires to grant access to Eagle Point Energy - 5, LLC to
utilize certain available roof space of each fire station for the installation and operation of
solar panels, and
WHEREAS, Eagle Point Solar - 5, LLC desires to install solar electric generating
systems of varying sizes on the rooftops of these stations and sell the electricity generated
by each of the systems on the terms set forth in the agreement to the City, and
WHEREAS, the City and Eagle Point Solar - 5, LLC have negotiated a Solar Power
Purchase Agreement, a copy of which is attached hereto; and
122116ba1
WHEREAS, Eagle Point Solar - 5, LLC desires to assign all monies due and to
become due under the Solar Power Purchase Agreement to BluePath Finance FC IV LLC
pursuant to the Collateral Assignment Agreement attached hereto.
NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The City of Dubuque approves the Solar Power Purchase Agreement
with Eagle Point Energy — 5, LLC, and the Collateral Assignment Agreement, and the City
Manager is authorized to execute the agreements on behalf of the City of Dubuque.
Passed, approved and adopted this 3rd day of January, 2017.
y D. Buol, Mayor
Attest:
Trish L. Gleason, Assistant City Clerk
F:WSERS\tsteckle\Lindahl\Resolutions\ResolutionApprovingDubuqueFireStationEaglePointEnergyPPA 122116.docx
2
COLLATERAL ASSIGNMENT AGREEMENT
Assignment of Eagle Point Energy-5,LLC Solar Power Purchase Agreements by and between
(i)Eagle Point Energy-5,LLC;and(ii)the City of Dubuque Iowa.
Purchaser: City of Dubuque Iowa
City Hall
50 East 131'St.
Dubuque,IA 52001
Assignor: Eagle Point Energy-5,LLC Lessor: BluePath Finance FC IV LLC
900 Jackson St.,Suite 108 558 Presidio Blvd., Suite B#29048
Dubuque,IA 52001 San Francisco,California 94129
FOR VALUABLE CONSIDERATION,the receipt of which is hereby acknowledged,the undersigned,Eagle Point
Energy-5, LLC (herein referred as "Assignor", and as Seller in the City of Dubuque Iowa PPA hereby assigns,
transfers and sets over unto B1uePath Finance FC IV LLC and its successors and assigns (herein referred to as
"Lessor"or"Assignee"),at 558 Presidio Blvd.,Suite B#29048,San Francisco,California 94129,all monies due and
to become due under the City of Dubuque Solar Power Purchase Agreement, and any revisions, modifications,
amendments,options,claims and extensions thereto(hereinafter referred to as the"Contracts").
ASSIGNOR HEREBY AUTHORIZES AND DIRECTS The City of Dubuque, its agents and officers, at the
direction of the Assignee,to make all payments due or that may be hereafter due or owning under the Contracts to the
Assignee by checks or other orders,payable to the order of the Assignee. Assignor hereby constitutes and appoints
Assignee its true and lawful attorney,irrevocably,with full power or substitution for it and in its name or in the name
of the Assignor or otherwise,to ask,require,demand,and receive and give acquaintance for any and all said monies
due or to become due,and to endorse the name of the Assignor to any checks,drafts or other orders for the payment
of money payable to the Assignor.
ASSIGNOR HEREBY WARRANTS that it is the lawful owner of all rights under the Contracts and any and all
amendments thereof and supplements thereto;that it has good right to assign the same;that its rights are free and clear
of all liens and encumbrances and that it will warrant and defend the same against the lawful claims and demands of
all persons. Assignor agrees (a)that, if any payment under the Contracts shall be made to Assignor, it will receive
and hold the same in trust for Assignee and will forthwith upon receipt deliver the same to Assignee in the identical
form of payment received by Assignor,and(b)that it will execute and deliver all such further instruments and do all
such further acts and things as Assignee may reasonably request or as shall be necessary or desirable to further and
more perfectly assume to Assignee its rights under the Contracts.
ASSIGNEE SHALL NOT HAVE OR BE UNDER any duty whatsoever to perform or carry out any of the
obligations undertaken by Assignor under the Contracts.
IN WITNESS WHEREOF, ASSIGNOR HAS EXECUTED THIS ASSIGNMENT THIS I DAY OF
ftOr , 2017.
ASSIGNOR: PURCHASER:
X
Name K.4 . .5) 4 r.s'
Eagle Point Energy -5, LLC
City of Dubuque Iowa
By: Michael Van Milligan, City Manager
SOLAR POWER PURCHASE AGREEMENT
This SOLAR POWER PURCHASE AGREEMENT (this "Agreement") is made and
entered into as of[DATE] (the "Effective Date") by and between [Eagle Point Energy-5, LLC],
an Iowa Limited Liability Company("Seller"), and the City of Dubuque ("Purchaser'). Each of
Seller and Purchaser are sometimes referred to as a"Party" and collectively as.the"Parties."
RECITALS
WHEREAS, Purchaser operates its fire fighting capacity from five (5) fire stations at the
Designated Premises (defined below); and
WHEREAS, the Designated Premises are owned by Purchaser(in its capacity as owner of
the Premises, "Owner"); and
WHEREAS, Purchaser desires to grant access to Seller to utilize certain available roof
space of each fire station owned by purchaser at the Designated Premises for the installation and
operation of the System; and
WHEREAS, Seller desires to install a solar electric generating system of varying sizes on
the rooftops of five(5) fire stations in Dubuque Iowa owned by Purchaser and sell the electricity
generated by each of the Systems to Purchaser, on the terms set forth herein; and
WHEREAS,Purchaser desires to purchase from Seller the electricity generated by each of
the Systems on the terms set forth herein.
NOW, THEREFORE, in consideration of the promises and the mutual covenants and
agreements herein contained, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Seller and Purchaser hereby agree as follows:
AGREEMENT
1. DEFINITIONS. Capitalized terms used herein shall have the respective meanings set
forth in Exhibit A.
2. PURCHASE AND SALE OF ENERGY.
2.1 Sale of Enerev. Seller shall sell to Purchaser and Purchaser shall purchase from
Seller all of the Energy generated by the Systems,as and when the same is produced,at the Energy
Price in effect at the time of delivery. The Energy Price for any energy sold after a System
Operation Date but prior to the Commercial Operation Date shall be$0.085/kWh and the Energy
Price for any energy sold after the Commercial Operation Date shall be the Energy Price in effect
at the time of delivery as set forth in Exhibit E. Seller shall deliver the Energy to the Delivery
Points, and Purchaser shall accept the Energy delivered for the full Delivery Term.
120816bal
2.1.1 If,for any reason,Purchaser's electric requirements are less than the Energy
produced by any System, Purchaser shall nevertheless pay for all Energy as and when produced
by the Systems pursuant to the terms of this Agreement. To the extent permitted by applicable
law,Purchaser may deliver any excess Energy to Utility in accordance with the Net Metering Rules
or enter into other arrangements to deliver or exchange such excess Energy to another buyer. Seller
shall provide reasonable assistance to Purchaser in arranging and coordinating such deliveries or
exchanges;provided,that all such assistance shall be at the sole expense of Purchaser.
2.1.2 To the extent that Purchaser's electricity requirements exceed the Energy
produced by the Systems,Purchaser shall purchase such excess electricity from Utility. Purchaser
shall be responsible for all charges, applicable taxes, penalties, ratcheted demand or similar
charges assessed by Utility for transmission and distribution service and other services necessary
to meet the full energy requirements of Purchaser.
2.1.3 Purchaser shall be entitled to utilize the entire Energy output of the Systems;
provided, however, that Seller shall not be required to deliver a minimum amount, or any other
specific quantity, of Energy from the Systems. Anything herein to the contrary notwithstanding,
there is no guarantee that Purchaser will realize any energy cost savings as result of this Agreement
or the purchase of Energy from the Systems.
2.2 Contract Term: Delivery Term. This Agreement shall have a delivery term of
twenty (20) years commencing on the Commercial Operation Date (the "Delivery Term');
provided that the Delivery Term may be extended by Purchaser,for one five(5)year period upon
delivering written notice to Seller not less than sixty (60) days nor more than one hundred and
twenty(120)days prior to the expiration of the Delivery Term. The term of this Agreement shall
commence on the Effective Date and shall end upon the expiration of the Delivery Term, unless
terminated earlier or extended in accordance with the terms of this Agreement (the "Contract
Term").
2.3 Environmental Attributes and Tax Benefits.
2.3.1 Environmental Attributes. Seller shall have all right, title, and interest in
and to all Environmental Attributes related to each System. At Seller's expense, Purchaser agrees
to cooperate with Seller in any applications for Environmental Attributes related to any System.
2.3.2 Tax Benefits. Seller shall have all right, title, and interest in and to all Tax
Benefits related to the Systems. Any Tax Benefit related to a System that is initially credited or
paid to Purchaser shall be assigned by Purchaser to Seller without delay. At Seller's expense,
Purchaser agrees to cooperate with Seller in any applications for Tax Benefits related to the
Systems.
2.3.3 Assistance with Permits Environmental Attributes and Tax Benefits.
Purchaser shall promptly assist and cooperate with Seller in acquiring and maintaining in effect all
necessary permits and approvals for the Systems from Governmental Authorities. Purchaser shall
comply with all laws, regulations and rules relating to acquiring and maintaining Environmental
Attributes and Tax Benefits and shall deliver to Seller copies of any documentation related thereto
that is required by law to be in the name or physical control of Purchaser. Seller shall reimburse
2
Purchaser for its reasonable and necessary third party costs incurred in relation to Purchaser's
assistance with such matters.
2.3.4 Impairment of Environmental Attributes and Tax Benefits. Purchaser shall
not take any action or suffer any omission that would have the effect of reducing or impairing the
value to Seller of the Environmental Attributes and Tax Benefits. Purchaser may not,for example,
publicly claim the green or environmental attributes of the solar electricity without compromising
the value of the Environmental Attributes. Purchaser shall promptly notify Seller of any event,
action or omission that could have the effect of reducing or impairing the value of the
Environmental Attributes and Tax Benefits. Upon the occurrence of any such event, action or
omission, Purchaser shall consult with Seller as necessary to prevent reduction or impairment of
the value of Environmental Attributes and Tax Benefits.
3. THE SYSTEMS.
3.1 Installation. Operation. and Maintenance of the Systems. Seller shall be
responsible for the installation,operation,and maintenance of the Systems in a manner consistent
with Prudent Operating Practice. If the supply of Energy from a System (or Systems) is
interrupted as a result of a System malfunction, Seller shall use all commercially reasonable
efforts to remedy such interruption. Both Parties shall comply with all applicable laws and
regulations relating to the operation of the System and the generation and sale of Energy,
including obtaining and maintaining in effect all relevant approvals and permits.
3.2 Maintenance of Health and Safety. Seller shall take 0 reasonable safety
precautions with respect to the operation, maintenance, repair, and replacement of the Systems
and shall comply with all applicable health and safety laws, rules, regulations, and permit
requirements. If Seller becomes aware of any circumstances relating to any Designated Premises
or System that creates an imminent risk of damage or injury to any Person or any Person's
property (and, should Purchaser become aware of such circumstances, Purchaser shall promptly
notify Seller with respect thereto), Seller shall take prompt action to prevent such damage or
injury and shall promptly notify Purchaser. Such Seller action may include disconnecting and
removing all or a portion of the System, or suspending the supply of Energy to Purchaser.
3.3 Assistance with Permits and Licenses. Upon Seller's request, Purchaser shall
assist and cooperate with Seller, to acquire and maintain approvals, permits, and authorizations
or to facilitate Seller's compliance with all applicable laws and regulations related to the
construction, installation, operation, maintenance, and repair of the System, including providing
any building owner or occupant authorizations, signing and processing any applications for
permits, local utility grid interconnection applications,and rebate applications as are required by
law to be signed by Purchaser. Purchaser shall also deliver to Seller copies of any necessary
approvals,permits, rebates, or other financial incentives that are required by law in the name or
physical control of Purchaser. Seller shall reimburse Purchaser for reasonable and necessary third
party costs incurred by Purchaser in relation to Purchaser's assistance with such matters.
3.4 Commercial Operation Date. Seller shall notify Purchaser of the occurrence of the
System Operation Date as well as the Commercial Operation Date.
3
3.5 Seller's Taxes. Subject to Section 3.6, Seller is solely responsible for all income,
gross receipts,ad valorem,personal property,or other similar taxes and any and all franchise fees
or similar fees relating to Seller's ownership of the System.
3.6 Purchaser's Taxes. Purchaser is responsible for paying timely all taxes, charges,
levies,and assessments against the Designated Premises. Purchaser is also responsible for paying,
if any, all sales, use, property, and other taxes, and any and all franchise fees or similar fees
assessed against Purchaser as a result of Purchaser's purchase of the Energy and,in the event that
Purchaser exercises the Purchase Option, its purchase and ownership of the System, which fees
are not otherwise the obligation of Seller.
3.7 Notice of Damage. Purchaser shall promptly notify Seller of any physical
conditions or other circumstances of which Purchaser becomes aware that indicate there has been
or might be damage to or loss of the use of the Systems or that could reasonably be expected to
adversely affect the Systems.
4. GRANT OF RIGHTS BY PURCHASER TO SELLER
4.1 USE OF DESIGNATED PREMISES
4.1.1 Permitted Use. Pursuant to this Agreement, and for the Contract Term
hereof,Purchaser hereby grants to Seller the exclusive license to use, have access to,modify,and
store its equipment on the Designated Premises as reasonably necessary to design, construct,
install, start-up, test, operate and maintain the Systems and for no other purpose. Purchaser
reserves the right to grant additional licenses, whether recorded or unrecorded, that do not
unreasonably interfere with Seller's use of the Designated Premises or result in any violation of
Purchaser's obligations under this Agreement and do not interfere with the installation,operation,
maintenance, or removal of the Systems. The right of access contained herein does not grant the
Seller access to any portion of Purchaser's property except as reasonably necessary for the Seller
to access its equipment on the Designated Premises.
4.1.2 Access to Systems. Seller shall have access to the Designated Premises and
Systems during the Contract Term and for 180 days after expiration or earlier Termination of this
Agreement to remove the System or Systems if necessary pursuant to the applicable provisions
herein. Purchaser shall not interfere with or handle any of Seller's equipment or any System,
except in the case of emergency,without written authorization from Seller;provided however that
Purchaser shall at all times have the right to observe the installation of,or removal of,the Systems.
4.1.3 Solar Access. Purchaser agrees that it will not do or suffer to be done on its
own property anything that causes reduction of the amount of solar radiation reaching the Systems.
Furthermore,Purchaser shall take all reasonable measures to assist Seller in attempting to prevent
buildings, structures or flora from overshadowing or otherwise blocking the System's access to
direct sunlight.
4.1.4 Non-Interference. Except as provided for in Section 4.2 or Section 8,
Purchaser shall not take any actions that interfere with the installation, operation, maintenance or
removal of any System or that interfere with the generation or delivery of Energy from any System.
4
4.1.5 Quiet Use and Enjoyment. Seller shall enjoy quiet use and enjoyment of the
Designated Premises for the Contract Tenn, subject to the provisions of this Agreement, without
interference or molestation by anyone claiming by,through or under Purchaser.
4.1.6 Contractors. Purchaser acknowledges that Seller may retain one or more
contractors to perform its obligations hereunder. Purchaser agrees that such contractors shall be
permitted to enjoy the rights of access and entry granted to Seller under this Agreement in
connection with their performance of services in connection with the System, subject to the terms
and conditions of this Agreement and Seller's separate contractual arrangements with such
contractors.
4.1.7 Maintainine Premises. Purchaser shall maintain the Designated Premises in
good condition and repair consistent with sound engineering and operating practices.
4.1.8 Purchaser's Use of Premises. Subject to Purchaser's obligations hereunder
and the rights granted Seller hereunder, Seller shall design,construct,operate,maintain,and repair
the Systems in a manner that will not unreasonably obstruct or interfere with the Purchaser's use
of the Designated Premises or the rights or duties of any employees of Purchaser.
4.2 TEMPORARY PURCHASER SHUTDOWN
4.2.1 If an act,omission,or event occurs during the Term,other than from a Force
Majeure circumstance described in Section 8, that Purchaser determines requires a Temporary
Shutdown of a System,Purchaser shall direct Seller to take the actions,or,if necessary,Seller may
take such actions directly,required to affect the Temporary Shutdown.
4.2.2 Shutdown Notice. Purchaser shall promptly give notice to Seller of the
Temporary Shutdown, its expected duration, and any Seller actions necessary to facilitate the
Temporary Shutdown. Purchaser shall use good faith efforts to give Seller as much advanced
notice as possible. If advanced notice is not possible,Purchaser shall give notice to Seller not later
than two (2)days following the first day of the Temporary Shutdown.
4.2.3 Ener¢v Payments Required. When Purchaser has caused,given notice of or
directed Seller to comply with a Temporary Shutdown, Purchaser and Seller may, by mutual
consent,do one of the following as a means of avoiding default by Purchaser under this Agreement.
(a) Purchaser may pay Seller"in-lieu"payments during the Temporary
Shutdown. These "in-lieu" payments shall be based on the kWh amounts included in the
invoices sent by Seller to Purchaser for Energy generated during the same period in the
previous calendar year multiplied by the current Energy Price less any amounts attributable
to the Energy generated from the affected System during the same period (the "In-Lieu
Calculation"). For the first year of the Delivery Term for which no previous year's
generation data is available, the kWh amounts should be based on the Estimated Annual
Output listed in Exhibit F for the applicable month. For any Temporary Shutdown
occurring during a portion of a calendar month, the "in-lieu" amount due for that partial
month would be the In-Lieu Calculation multiplied by the fraction where the number of
days the Temporary Shutdown is in effect is the numerator and the denominator is the
number of days in the month (the "Pro-Rated In-Lieu Calculation"). The In-Lieu
5
i
Calculation,or Pro-Rated In-Lieu Calculation as appropriate,plus any amounts attributable
to Energy generated from the System during the same period shall be included and
delivered to Purchaser according to terms set forth in Section 5 (the"In-Lieu Invoice").
(b) Purchaser and Seller may negotiate an alternative"in-lieu"payment
methodology that is mutually acceptable and agreed upon by both Parties. If no alternative
"in-lieu"methodology can be agreed upon with good faith efforts within thirty(30) days
of the first day of the Temporary Shutdown, the method described in 4.2.3(a) must be
utilized.
4.2.4 Other Payments.
(a) If the Temporary Shutdown requires additional actions taken by
Seller, other than reducing the Energy delivered to Seller,Purchaser will reimburse Seller
for all associated costs, including those costs as may be required to restore the System, or
Systems,to full production.
(b) If the Temporary Shutdown extends for more than thirty(30) days,
Purchaser shall reimburse Seller for any lost or recaptured Environmental Attributes or Tax
Benefits associated with the Temporary Shutdown.
(c) Seller invoices and Purchaser payments under this Section 4.2.4
shall,to the extent possible,be made in accordance with Section 5.
4.2.5 System Restoration. When a Temporary Shutdown is in effect, Purchaser
will use best efforts to restore conditions as swiftly as possible so that the System can resume full
operation.
4.3 OTHER
4.3.1 Notice of Loss. Purchaser shall promptly notify Seller of any matters it is
aware of pertaining to any damage to or loss of use of any System, or a condition that could
reasonably be expected to adversely affect the System.
4.3.2 Liens. Purchaser shall not directly or indirectly cause,create, incur, assume
or suffer to exist a mortgage, pledge, lien (including mechanics', labor or materialman's lien),
charge, security interest, encumbrance or claim of any nature ("Liens") on or with respect to the
Systems or any interest therein. If Purchaser breaches its obligations under this Section, it shall
immediately notify Seller in writing,shall promptly cause such Lien to be discharged and released
of record without cost to Seller,and shall indemnify Seller against all costs and expenses(including
reasonably attorney's fees)incurred in discharging and releasing such Lien. If prompt action is not
taken by Purchaser to remove the Lien, Seller has the right to remove such Lien at Purchaser's
cost and expense.
4.3.3 Buyout In Event of Fire Station Closure. In the event Purchaser decides to
close one or more of the fire stations prior to the expiration of this Solar Power Purchase
Agreement or otherwise determines the need to permanently remove a solar army from one or
more fire stations, Purchaser shall compensate Seller for the early termination as follows:
6
(a) Determine from solar production history for each site to be closed
the energy production from the solar array for the trailing 12 month period.
(b) Calculate remaining annual revenues under the Solar Power
Purchase Agreement based on contracted energy rate for the remainder of the term
-multiplied by the energy production for the trailing 12 months
(c) Discount calculated remaining annual revenue streams to Net
Present Value utilizing a 6%interest rate.
(d) In lieu of the buyout provisions in Section 4.3.3., Purchaser may
elect to reinstall a particular solar array on another satisfactory facility. Seller will charge
Purchaser for said reinstallation on a time and materials(T&M)basis at installation rates
in effect at the time of the array relocation.
(e) If the fire station closure determination is made prior to the end of
year 7 of the Solar Power Purchase Agreement,the solar array must be relocated pursuant
to (d) above and the buyout described in a)— (c) above will not apply and the array must
be relocated to another satisfactory alternative facility.
5. PAYMENT AND METERING.
5.1 Consideration for Energy Delivered. As consideration for the delivery of Energy
by Seller, Purchaser shall pay for Energy delivered hereunder at the applicable Energy Price.
5.2 Invoicing. Seller shall invoice Purchaser for Energy monthly. Seller shall deliver
each invoice within thirty (30) days after the end of each monthly billing period. Each invoice
shall set out the amount of Energy delivered in kWh during such billing period for each fire station
facility, the then-applicable Energy Price, and the total amount then due to Seller on the sale of
Energy to Purchaser. Such invoice shall include sufficient details so that Purchaser can reasonably
confirm the accuracy of the invoice including, among other details, beginning and ending meter
readings. Purchaser shall pay the amount due to Seller within thirty (30) days after receipt of
each invoice.Any payments made after such thirty(30)day period,shall be paid inclusive of the
interest accrued at the Interest Rate from the due date to the date paid.
5.3 Disputed Amounts. A Party may in good faith dispute the correctness of any
invoice (or any adjustment to any invoice) under this Agreement at any time within thirty (30)
days following the delivery of the invoice (or invoice adjustment). In the event that either Party
disputes any invoice or invoice adjustment, such Party shall nonetheless pay the full amount of
the applicable invoice or invoice adjustment (except any portions thereof that are reasonably
believed to be inaccurate or are not reasonably supported by documentation, payment of which
amounts maybe withheld subject to adjustment as hereinafter set forth)on the applicable payment
due date,except as expressly provided otherwise in this Agreement, and shall give written notice
of the dispute to the other Party. Any required payment will be made within five (5)Business
Days after resolution of the applicable dispute, together with interest accrued at the Interest Rate
from the due date to the date paid.
7
5.4 Metering of Deliverv. Seller shall measure the amount of Energy supplied to
Purchaser at each Delivery Point using a commercially available,revenue-grade metering system.
Such meter shall be installed and maintained at Seller's cost. Purchaser shall cooperate with
Seller to enable Seller to have reasonable access to the meter as needed to inspect, repair, and
maintain such meter. At Seller's option, the meter may have standard industry telemetry and/or
automated meter reading capabilities to allow Seller to read the meter remotely. If Seller elects
to install telemetry allowing for remote reading, Purchaser shall allow for the installation of
necessary communication lines and shall reasonably cooperate in providing access for such
installation. The meter shall be kept under seal, such seal to be broken only when the meter is to
be tested, adjusted, modified,or relocated. In the event that either Party breaks a seal, such Party
shall notify the other Party as soon as practicable.
5.5 Internet Availability. Purchaser will provide Seller the ability to securely connect
equipment for monitoring each System and its production using an intemet connection at
Purchaser's site(s)so as to allow Seller, or its subcontractors, to remotely monitor each System
and its production,Purchaser will provide Seller options for connection to System when accessing
remotely preferably using vpn configured per Purchaser's internet security settings..
5.6 Meter Verification. From time to time as Seller may,in its discretion, determine,
but in any event on each of the fifth,tenth and fifteenth anniversary of the Commercial Operation
Date, Seller shall test the meters and provide copies of any related test results to Purchaser. The
tests shall be conducted by a qualified independent third party. Seller shall notify Purchaser seven
(7) days in advance of each such test, and shall permit Purchaser to be present during such tests.
If a meter is inaccurate, Seller shall promptly cause the meter to be repaired or replaced.
5.7 Books and Records. To facilitate payment and verification, each Party shall
maintain all books and records necessary for billing and payments,including copies of all invoices
under this Agreement, for a period of at least two (2) years, and Seller shall grant Purchaser
reasonable access to those books, records, and data at the principal place of business of Seller.
Purchaser may examine such books and records relating to transactions under,and administration
of,this Agreement, at any time during the period the records are required to be maintained,upon
request with reasonable notice and during normal business hours.
6. OPTION TO PURCHASE SYSTEM; END OF YEAR 10, YEAR 15, YEAR 20 OR
END OF MAXIMUM PPA TERM.
6.1 Grant of Purchase Option. Seller hereby grants to Purchaser the right and option
to purchase all of Seller's right, title, and interest in the System on the terms set forth herein
("Purchase Option'). Purchaser may exercise the Purchase Option on the tenth (10`h), fifteenth
(15`h)or twentieth(20th) anniversary of the Commercial Operation Date,or simultaneously with
the termination of this Agreement pursuant to Section 10.2 (either a "Purchase Option Date")
provided it does not precede the tenth (loth) anniversary of the Commercial Operation Date and
provided that no Purchaser Event of Default, or any event.which with notice or the passage of
time will become a Purchaser Event of Default, has then occurred and is ongoing.
6.2 Determination of Purchase Price. If Purchaser wishes to exercise the Purchase
Option consistent with Section 6.1, it shall deliver an exercise notice to Seller not less than thirty
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(30)days prior to and not more than ninety(90)days prior to Purchase Option Date(the"Exercise
Period"). If Purchaser elects to exercise its Purchase Option pursuant to Section 10.2,the written
notice to Seller under that Section 10.2 must include notice of Purchaser's intent to exercise its
Purchase Option and give at least thirty(30)days' notice prior to exercising the Purchase Option.
Any such notice shall be irrevocable once delivered. The Purchase Price shall be determined as
set forth in Exhibit F.
6.3 Terms and Date of System Purchase. If the Purchase Option is exercised in
connection with termination of the Agreement under Section 10.2, the Parties shall consummate
the sale of a System or Systems to Purchaser no later than thirty(30) days following Purchaser's
written notice under Section 10.2 that includes the intent to exercise the Purchase Option. If the
Purchase Option is exercised pursuant to Section 6.1,the sale of the System to Purchaser shall be
consummated at the end of the Contract Term as described in Section 6.2. On the effective date
of such sale(the"Transfer Date")(a) Seller shall surrender and transfer to Purchaser all of Seller's
right, title, and interest in and to the System and shall retain all liabilities, Environmental
Attributes,Tax Benefits, and profits arising from or relating to the System that arose prior to the
Transfer Date;(b)Purchaser shall pay the Purchase Price to Seller by wire transfer of immediately
available funds to such account as Seller shall specify,and shall assume all liabilities arising from
or relating to the System or Systems as of and after the Transfer Date; (c) Purchaser shall pay all
amounts due under this Agreement for Energy delivered hereunder; and (d)both the Seller and
the Purchaser shall(i)execute and deliver a bill of sale and assignment of contract rights,together
with such other conveyance and transaction documents as are reasonably required to fully transfer
and vest title to the System or Systems in Purchaser, and (ii)deliver ancillary documents,
including releases, resolutions, certificates, third-party consents and approvals, and such similar
documents as may be reasonably necessary to complete and conclude the sale of the System or
Systems to Purchaser. The purchase and sale of each System shall be on an "as-is, where-is"
basis, and Seller shall not be required to make any warranties or representations with regard to
the System, but Seller shall, to the extent reasonably possible, transfer or assign to Purchaser all
manufacturer and third-party warranties with respect to the System or any part thereof. Purchaser
shall pay all transaction and closing costs associated with exercise of the Purchase Option.
6.4 End of Term. In the event Purchaser declines to exercise its Purchase Option with
respect to any System, then, at least thirty(30) days before the expiration of the Contract Term,
the Parties shall use commercially reasonable efforts to negotiate and document an extension of
the Contract Term for the remaining System or Systems. In the event the Parties fail to reach
agreement regarding such an extension, then Seller shall, within one hundred eighty(180) days
after the date of expiration of the Contract Term,remove any of the remaining Systems from the
Premises, provided that Seller shall not be required to remove electrical wiring or infrastructure,
or any portion of the Systems below grade level. Other than as specifically provided otherwise
herein,the removal of the Systems shall be at the cost of Seller.
7. TITLE AND RISK OF LOSS.
7.1 Title. Seller shall at all times retain title to and be the legal and beneficial owner
of the Systems,and the Systems shall remain the personal property of Seller and shall not attach
to or be deemed a part or fixture of any Designated Premises. Seller may file one or more
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precautionary financing statements in jurisdictions it deems appropriate with respect to each
System in order to protect its rights in such Systems.
7.2 Risk of Loss. Seller shall bear the risk of loss for each System,except to the extent
caused by the breach by Purchaser of its obligations under this Agreement or the negligence or
intentional misconduct of Purchaser or its invitees.
7.3 System Casualty. Upon the total damage, destruction, or loss of any System, or,
in the reasonable opinion of Seller's insurance provider, any System is determined to have
experienced a constructive total loss, Seller shall have the option, in its sole discretion, to repair
or replace the System or terminate this Agreement with respect to the System experiencing the
loss. Seller shall notify Purchaser in writing of its election within ninety(90)days after the date
of the damage to the System. Seller shall under all circumstances be entitled to all insurance
proceeds with respect to the System. If Seller elects to repair or replace the damaged System,
Seller shall undertake such repair or replacement as quickly as practicable. If Seller elects to
terminate this Agreement with respect to the damaged System, the termination shall be effective
immediately upon delivery of the notice under this Section 7.3.
7.4 Financine. The Parties acknowledge that Seller may obtain construction and long-
term financing or other credit support from one or more Financing Parties. "Financing Parties"
means person or persons providing construction or permanent financing to Seller in connection
with construction, ownership, operation and maintenance of the System, or if applicable, means,
if applicable, any person to whom Seller has transferred the ownership interest in the System,
subject to a leaseback of the System from such person.Both Parties agree in good faith to consider
and to negotiate changes or additions to this Agreement that may be reasonably requested by the
Financing Parties;provided,that such changes do not alter the fundamental economic terms of this
Agreement. In conjunction with any such financing, Purchaser agrees to execute any consent,
estoppel or acknowledgement in form and substance customary for comparable financing
transactions and reasonably acceptable to such Financing Parties, including the collateral
assignment agreement attached hereto as Exhibit G.
8. FORCE MAJEURE.
8.1 Force Maieure. To the extent either Party is prevented by an event of Force
Majeure from perforating any obligation under this Agreement (other than an obligation to make
payments hereunder as provided herein), such Party shall be excused from the performance of
such obligation under this Agreement during the period in which such Force Majeure event
prevents performance thereof. In order for the Party experiencing such Force Majeure to get the
benefit of Force Majeure, it must give timely notice of the occurrence of such Force Majeure
event and the resulting anticipated period of delay to the other Party. The Party claiming Force
Majeure shall use commercially reasonable efforts to eliminate or avoid the Force Majeure and
resume performing its obligations; provided,however, that neither Party is required to settle any
strikes,lockouts or similar disputes except on terms acceptable to such Party,in its sole discretion.
The non-claiming Party shall not be required to perform or resume performance of its obligations
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to the claiming Party corresponding to the obligations of the claiming Party excused by Force
Majeure.
8.2 Notice. In the event of any delay or nonperformance resulting from an event of
Force Majeure,the Party suffering the event of Force Majeure shall, as soon as practicable,notify
the other Party in writing of the nature, cause,date of commencement thereof and the anticipated
extent of any delay or interruption in performance; provided, however, that a Party's failure to
give timely notice shall not affect such Party's ability to assert Force Majeure unless the delay in
giving notice prejudices the other Party.
8.3 In the event that either Party is unable to perform due to changes in laws,
regulations, tariffs mandated or approved by federal, state, governmental or regulatory entities,
or court injunction or order("Legal Requirements"), the Parties agree to negotiate in good faith
modifications to the terms of this Agreement in order to comply with such Legal Requirements
for the remainder of the term of the Agreement.
9. REPRESENTATIONS AND WARRANTIES.
9.1 Representations and Warranties of Purchaser. Purchaser represents and warrants
to Seller that:
9.1.1 Purchaser has the requisite capacity and authority to enter into this
Agreement and fulfill its obligations hereunder,the execution and delivery by it of this Agreement
and the performance by it of its obligations hereunder have been duly authorized by all requisite
action by its City Council,and subject to compliance with and obtaining all required governmental
approvals under any applicable regulatory laws or regulations governing the sale or delivery of
Energy, the entering into of this Agreement and the fulfillment of its obligations hereunder does
not contravene any law, statute or contractual obligation of Purchaser;
9.1.2 Purchaser has or timely will obtain any and all governmental approvals it
requires to enter into this Agreement and fulfill its obligations hereunder;
9.1.3 This Agreement constitutes Purchaser's legal,valid and binding obligation
enforceable against it in accordance with its terms, except as may be limited by applicable
bankruptcy, insolvency, reorganization, moratorium, and other similar laws now or hereafter in
effect relating to creditors' rights generally;
9.1.4 No suit, action or arbitration,or legal administrative or other proceeding is
pending or has been threatened against the Purchaser that would have a material adverse effect on
the validity or enforceability of this Agreement or the ability of Purchaser to fulfill its
commitments hereunder, or that could result in any material adverse change in the business or
financial condition of Purchaser; and
9.1.5 No governmental approval (other than any governmental approvals which
have been previously obtained)is required in connection with the due authorization,execution and
delivery of this Agreement by Purchaser or the performance by Purchaser of its obligations
hereunder which Purchaser will be unable to obtain in due course.
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9.2 Representations and Warranties of Seller. Seller represents and warrants to
Purchaser that:
9.2.1 Seller has the requisite limited liability company capacity to enter into this
Agreement and fulfill its obligations hereunder,the execution and delivery by it of this Agreement
and the performance by it of its obligations hereunder have been duly authorized by all requisite
action of its stockholders, partners or members, and by its board of directors or other governing
body, and subject to compliance with and obtaining all required governmental approvals under
any applicable regulatory laws or regulations governing the sale or delivery of Energy,the entering
into of this Agreement and the fulfillment of its obligations hereunder does not contravene any
law,statute or contractual obligation of Seller;
9.2.2 This Agreement constitutes Seller's legal, valid and binding obligation
enforceable against it in accordance with its terms, except as may be limited by applicable
bankruptcy, insolvency, reorganization, moratorium, and other similar laws now or hereafter in
effect relating to creditors'rights generally;
9.2.3 No suit, action or arbitration, or legal administrative or other proceeding is
pending or has been threatened against the Seller that would have a material adverse effect on the
validity or enforceability of this Agreement or the ability of Seller to fulfill its commitments
hereunder,or that could result in any material adverse change in the business or financial condition
of Seller; and
9.2.4 Neither the Systems nor any of Seller's services provided to Purchaser
pursuant to this Agreement infringe on any third party's intellectual property or other proprietary
rights.
10. DEFAULTS/REMEDIES.
10.1 Seller Event of Default. Each of the following events shall constitute a "Seller
Event of Default":
10.1.1 Seller fails to pay to Purchaser any amount when due under this Agreement
and such breach remains uncured for ten (10) Business Days following written notice of such
breach to Seller;
10.1.2 (i) Seller commences a voluntary case under any bankruptcy law; (ii) Seller
fails to controvert in a timely and appropriate manner, or acquiesces in writing to, any petition
filed against Seller in an involuntary case under any bankruptcy law; or (iii) any involuntary
bankruptcy proceeding commenced against Seller remains undismissed or undischarged for a
period of one hundred and twenty(120)days; and
10.1.3 Seller materially breaches any other term of this Agreement and (i) if such
breach is capable of being cured within thirty(30)days after Purchaser's notice to Seller of such
breach, Seller has failed to cure the breach within such thirty(30)day period, or(ii) if Seller has
diligently commenced work to cure such breach during such thirty(30) day period but such breach
is not capable of cure within such period, Seller has failed to cure the breach within a further one
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hundred fifty(150)day period(such aggregate period not to exceed one hundred eighty(180)days
from the date of Purchaser's notice).
10.2 Purchaser's Remedies. If a Seller Event of Default has occurred and is continuing,
Purchaser may terminate this Agreement by written notice to Seller following the expiration of
the applicable cure period, and may exercise any other remedy it may have at law or equity.
10.3 Purchaser Event of Default. Each of the following events shall constitute a
"Purchaser Event of Default":
10.3.1 Purchaser fails to pay to Seller any amount when due under this Agreement
and such breach remains uncured for ten (10) Business Days following written notice of such
breach to Purchaser;
10.3.2 (i) Purchaser commences a voluntary case under any bankruptcy law; (ii)
Purchaser fails to controvert in a timely and appropriate manner, or acquiesces in writing to, any
petition filed against Purchaser in an involuntary case under any bankruptcy law; or (iii) any
involuntary bankruptcy proceeding commenced against Purchaser remains undismissed or
undischarged for a period of one hundred and twenty(120) days;
10.3.3 Purchaser breaches any of its obligations under Section 2.3.4;
10.3.4 Purchaser materially breaches any other term of this Agreement and such
breach remains uncured for thirty(30) days following written notice of such breach to Purchaser,
or such longer cure period as may be agreed to by the Parties; or
10.3.5 Purchaser(i)refuses to execute any document required for Seller to obtain
any Environmental Attributes or Tax Benefits related to a System, or (ii) causes any material
change to the condition of the Premises that has a material adverse effect on any System.
10.4 Seller's Remedies. If a Purchaser Event of Default under Sections 10.3.1 through
10.3.4 has occurred and is continuing, Seller may terminate this Agreement by written notice to
Purchaser following the expiration of the applicable cure period. If a Purchaser Event of Default
under Sections 10.3.4 or 10.3.5 has occurred and is continuing, Seller may terminate this
Agreement with respect to the affected System or Systems by written notice to Purchaser
following the expiration of the applicable cure period. Seller may also exercise any other remedy
it may have at law or equity, including recovering from Purchaser all resulting damages, which
damages shall include, but not be limited to, projected payments for Energy generated for the
remainder of the Contract Term;the cost of removing the System from the Designated Premises;
any loss or damage to Seller due to lost or recaptured Environmental Attributes or Tax Benefits,
including, without limitation, lost revenue from the sale of Environmental Attributes to third
parties (including any damages due to the early termination of any agreement for such sale), and
the recapture of the investment tax credit under Section 48 of the Internal Revenue Code and
accelerated depreciation for the System or Systems (including any gross up necessary to make
the payments reasonably equivalent to the Tax Benefits recaptured);and all other amounts of any
nature due under this Agreement (collectively, the "PPA Damages"). Pending Purchaser's
payment of the PPA Damages, Seller may remain on the Premises and sell Energy and
Environmental Attributes produced by the Systems to any third party.
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10.5 Waiver of Consequential Damages. EXCEPT AS SPECIFICALLY PROVIDED
HEREIN,THE PARTIES.AGREE THAT TO THE FULLEST EXTENT ALLOWED BY LAW,
IN NO EVENT SHALL EITHER PARTY BE RESPONSIBLE OR LIABLE, WHETHER IN
CONTRACT, TORT, WARRANTY, OR UNDER ANY STATUTE OR ON ANY OTHER
BASIS, FOR SPECIAL, INDIRECT, INCIDENTAL, MULTIPLE, PUNITIVE, EXEMPLARY
OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS OR LOSS OR
INTERRUPTION OF BUSINESS, ARISING OUT OF OR IN CONNECTION WITH THE
SYSTEMS OR THIS AGREEMENT. WITHOUT LIMITING THE GENERALITY OF THE
FOREGOING, THE PPA DAMAGES SHALL NOT BE CONSIDERED CONSEQUENTIAL
DAMAGES AND SHALL NOT BE SUBJECT TO THE LIMITATIONS SET FORTH IN THIS
SECTION.
11. FINANCING ACCOMMODATIONS.
11.1 Purchaser Acknowledgment. Purchaser acknowledges that Seller may finance the
Systems and that Seller's obligations may be secured by, among other collateral, a pledge or
collateral assignment of this Agreement and a security interest in each or any System. In order
to facilitate such financing, and with respect to any financing Seller of which Seller has notified
Purchaser in writing(each, a"Financing Party"), Purchaser agrees as follows:
11.1.1 Consent to Collateral Assignment. Seller shall have the right to assign this
Agreement as collateral for financing or refinancing of the System,and Purchaser hereby consents
to the collateral assignment by Seller to any Financing Party of Seller's right, title, and interest in
and to this Agreement.
11.1.2 Financing Party's Rights Following Default. Notwithstanding any contrary
term of this Agreement:
(a) Financing Party, as collateral assignee, shall be entitled to exercise,
in the place and stead of Seller, any and all rights and remedies of Seller under this
Agreement in accordance with the terms of this Agreement. Financing Party shall also be
entitled to exercise all rights and remedies of secured parties generally with respect to this
Agreement and the Systems.
(b) Financing Party shall have the right, but not the obligation, to pay
all sums due under this Agreement and to perform any other act, duty, or obligation
required of Seller hereunder or cause to be cured any default or event of default of Seller
in the time and manner provided by the terms of this Agreement. Nothing herein requires
Financing Party to cure any default of Seller (unless Financing Party has succeeded to
Seller's interests) to perform any act, duty, or obligation of Seller, but Purchaser hereby
gives Financing Party the option to do so.
(c) Upon the exercise of remedies under its security interest in the
System, including any sale thereof by Financing Party, whether by judicial proceeding or
under any power of sale, or any conveyance from Seller to Financing Party, Financing
Party shall give notice to Purchaser of the transferee or assignee of this Agreement. Any
such exercise of remedies shall not constitute a Seller Event of Default.
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(d) Upon any rejection or other termination of this Agreement pursuant
to any process undertaken with respect to Seller under the United States Bankruptcy Code,
at therequest of Financing Party made within ninety (90)days of such termination or
rejection,Purchaser shall enter into a new power purchase agreement with Financing Party
or its assignee on substantially the same terms as this Agreement.
11.1.3 Financing Party Cure Rights. Purchaser shall not exercise any right to
terminate or suspend this Agreement unless Purchaser has given prior written notice to each
Financing Party of which Purchaser has notice. Purchaser's notice of an intent to terminate or
suspend must specify the condition giving rise to such right. Financing Party shall have the longer
of thirty(30) days and the cure period allowed for a default of that type under this Agreement to
cure the condition;provided that if the condition cannot be cured within such time but can be cured
within the extended period, Financing Party may have up to an additional ninety(90)days to cure
if Financing Party commences to cure the condition within the thirty(30)day period and diligently
pursues the cure thereafter. Purchaser's and Seller's obligations under this Agreement shall
otherwise remain in effect, and Purchaser and Seller shall be required to fully perforin all of their
respective obligations under this Agreement during any cure period.
11.1.4 Continuation Following Cure. If Financing Party or its assignee acquires
title to or control of Seller's assets and cures all defaults existing as of the date of such change in
title or control within the time allowed by Section 10.1.3, then this Agreement shall continue in
full force and effect.
11.2 Notice of Defaults and Events of Default. Purchaser agrees to deliver to each
Financing Party a copy of all notices that Purchaser delivers to Seller pursuant to this Agreement.
12. NOTICES. Any notice required,permitted,or contemplated hereunder shall be in writing
and addressed to the Party to be notified at the address set forth below or at such other address or
addresses as a Party may designate for itself from time to time by notice hereunder. Such notices
may be sent by personal delivery or recognized overnight courier, and shall be deemed effective
upon receipt.
To Seller: Eagle Point Energy- 5, LLC
900 Jackson St., Suite 108
Dubuque, IA 52001
Attention: Barry Shear
Phone: 563-582-4044
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To Purchaser: City of Dubuque, Iowa
City Hall
50 East 130 Street
Dubuque TA 52001
Attention: City Manager
Phone: 563.589.4110
City Attorney
300 Main Street, Suite 330
Dubuque IA 52001
Attention: City Attorney
Phone: 563.583.4113
13. GOVERNING LAW; DISPUTES.
13.1 Choice of Law. This Agreement shall be construed in accordance with the laws
of the State of Iowa,without regard to its conflict of laws principles.
13.2 Disputes.
13.2.1 Management Negotiations. The Parties shall use all reasonable efforts to
settle disputes through negotiation between authorized members of each Party's senior
management. Either Party may,by written notice to the other Party, request a meeting to initiate
negotiations to be held within fifteen (15) Business Days of the other Party's receipt of such
request, at a mutually agreed time and place. If the matter is not resolved within thirty (30)
Business Days oftheir first meeting,either Party may pursue arbitration in accordance with Section
13.2.2.
13.2.2 Arbitration. Any controversy or dispute not amicably resolved by the
Parties or through management negotiations shall be settled by binding arbitration. Either Party
may initiate arbitration by giving written notice to the other Party. The notice shall state the nature
of the claim or dispute,the amount involved, if any, and the remedy sought. The dispute shall be
submitted to an independent arbitrator mutually selected by the Parties. If the dispute has a value
in excess of$100,000.00, then at the election of either Party, there shall be a panel of three (3)
arbitrators. If the Parties do not mutually agree on the arbitrator(s), the Parties shall then utilize
the American Arbitration Association (or another entity mutually acceptable to the Parties) to
provide the required independent arbitrator(s). The decision of the appointed independent
arbitrator(s)shall be final and binding on the Parties. In rendering a decision,the arbitrator(s)shall
comply with the Construction Industry Arbitration Rules of the American Arbitration Association
then in effect. Notwithstanding that the Construction Industry Arbitration Rules may provide
otherwise, the prevailing Party in any such arbitration shall be entitled to recover its arbitration
costs, inclusive of counsel, expert, arbitrators' and administrative fees, from the losing Party, as
determined by the arbitrator(s). Any such arbitration shall be conducted in Dubuque, IA.
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14. INDEMNIFICATION.
14.1 Seller's Indemnity to Purchaser. Seller shall indemnify,defend,and hold harmless
Purchaser(including Purchaser's permitted successors and assigns)and Purchaser's subsidiaries,
directors, officers, members, shareholders, employees and agents (collectively, "Purchaser
Indemnified Parties") from and against any and all damages, including any and all damages
sustained or incurred by any third party Person, for personal injury, illness, death or property
damage,to the extent caused by the negligence(including gross negligence)or willful misconduct
of Seller arising out of or in connection with this Agreement. Seller's indemnification obligations
under this Section 14.1 shall not extend to any claim to the extent such claims is due to the gross
negligence or willful misconduct of any Purchaser Indemnified Party.
14.2 Purchaser's Indemnity to Seller. Purchaser shall indemnify, defend, and hold
harmless Seller (including Seller's permitted successors and assigns) and Seller's subsidiaries,
directors, officers, members, shareholders, employees and agents (collectively, "Seller
Indemnified Parties") from and against any and all damages sustained or incurred by any third
party Person for personal injury, illness, death or property damage, to the extent caused by the
negligence (including gross negligence) or willful misconduct of the Purchaser arising out of or
in connection with this Agreement. Purchaser's indemnification obligations under this Section
14.2 shall not extend to any claim to the extent such claims is due to the gross negligence or
willful misconduct of any Seller Indemnified Party.
15. INSURANCE.
15.1 Insurance Required. Seller shall maintain in full force and effect throughout the
Contract Term insurance as required by attached Insurance Schedule B, as such Insurance
Schedule may from time to time may be amended by Purchaser. Purchaser is a member of the
Iowa Communities Assurance Pool and Seller accepts such coverage as adequate for purposes of
this Agreement.
15.2 Each Party shall, within ten (10) days of written request therefor, famish current
certificates of insurance to the other Party evidencing the insurance required hereunder.
15.3 No Waiver of Obligations. The provisions of this Agreement shall not be
construed in a manner so as to relieve any insurer of its obligations to pay any insurance proceeds
in accordance with the terms and conditions of valid and collectable insurance policies. The
liabilities of the Parties to one another shall not be limited by insurance.
16. CONFIDENTIAL INFORMATION. All documents associated with this Agreement
shall become public documents and subject to Chapter 22 of the Code of Iowa (2016), as maybe
amended, which is otherwise known as the "Iowa Open Records Law". By submitting any
document to Purchaser in connection with this Agreement, Seller recognizes this and waives any
claim against Purchaser and any of its officers and employees relating to the release of any
document or information submitted. Seller shall hold Purchaser and its officers and employees
harmless from any claims arising from the release of any document or information made available
to Purchaser.
17. MISCELLANEOUS.
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17.1 Assignments. Neither Party shall have the right to assign any of its rights, duties,
or obligations under this Agreement without the prior written consent of the other Party, which
consent may not be unreasonably withheld or delayed. The foregoing notwithstanding, Seller
may assign any of its rights, duties, or obligations under this Agreement, without the consent of
Purchaser, (i)to any of its Affiliates, (ii)to any third party in connection with a financing
transaction,or(iii) to any purchaser of any System.
17.2 Entire Agreement. This Agreement represents the full and complete agreement
between the Parties hereto with respect to the subject matter contained herein and supersedes all
prior written or oral agreements between the Parties with respect to the subject matter hereof.
17.3 Amendments. This Agreement may only be amended,modified, or supplemented
by an instrument in writing executed by duly authorized representatives of Seller and Purchaser.
17.4 No Partnership or Joint Venture. Seller and Seller's agents,in the performance of
this Agreement, shall act in an independent capacity and not as officers or employees or agents
of Purchaser. This Agreement shall not impart any rights enforceable by any third party (other
than a permitted successor or assignee bound to this Agreement).
17.5 Headings; Exhibits. The headings in this Agreement are solely for convenience
and ease of reference and shall have no effect in interpreting the meaning of any provision of this
Agreement. Any Exhibits referenced within and attached to this Agreement, including any
attachments to the Exhibits, shall be a part of this Agreement and are incorporate by reference
herein.
17.6 Remedies Cumulative: Attorneys' Fees. No remedy herein conferred upon or
reserved to any Party shall exclude any other remedy herein or by law provided,but each shall be
cumulative and in addition to every other remedy given hereunder or now or hereafter existing at
law or in equity or by statute. If any action, arbitration,judicial reference, or other proceeding is
instituted between the Parties in connection with this Agreement,the losing Party shall pay to the
prevailing Party a reasonable sum for attorneys' and experts' fees and costs incurred in bringing
or defending such action or proceeding (at trial and on appeal) and/or enforcing any judgment
granted therein.
17.7 Waiver. The waiver by either Party of any breach of any term, condition, or
provision herein contained shall not be deemed to be a waiver of such term, condition, or
provision, or any subsequent breach of the same, or any other term, condition, or provision
contained herein. Any such waiver must be in a writing executed by the Party making such
waiver.
17.8 Severability. If any part, term, or provisions of this Agreement is determined by
an arbitrator or court of competent jurisdiction to be invalid, illegal, or unenforceable, such
determination shall not affect or impair the validity, legality, or enforceability of any other part,
term, or provision of this Agreement and shall not render this Agreement unenforceable as a
whole. Instead, the part of the Agreement found to be invalid, unenforceable, or illegal shall be
amended,modified, or interpreted to the extent possible to most closely achieve the intent of the
Parties and in the manner closest to the stricken provision.
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17.9 No Public Utilitv. Nothing contained in this Agreement shall be construed as an
intent by Seller to dedicate the System to public use or subject itself to regulation as a "public
utility"or as an "electric utility"(as such term may be defined under any applicable law).
17.10 Service Contract. The Parties acknowledge and agree that,for accounting and tax
purposes, this Agreement is not and shall not be construed as a capital lease financing contract
and,pursuant to Section 7701(e)(3) of the Internal Revenue Code, this Agreement is and shall be
deemed to be a service contract for the sale to Purchaser of energy produced at an alternative
energy facility.
17.11 Counterparts and Facsimile Si ng atures. This Agreement may be executed in
counterparts,which shall together constitute one and the same agreement. Facsimile or portable
document format (".PDF") signatures shall have the same effect as original signatures, and each
Party consents to the admission in evidence of a facsimile or photocopy of this Agreement in any
court or arbitration proceedings between the Parties.
17.12 Further Assurances.
17.12.1 Additional Documents. Upon the receipt of a written request from
the other Party, each Party shall execute such additional documents, instruments, and assurances
and take such additional actions as are reasonably necessary and desirable to carry out the terms
and intent hereof. Neither Party shall unreasonably withhold, condition, or delay its compliance
with any reasonable request made pursuant to this section.
17.12.2 Certificates. From time to time, Purchaser shall provide within five
(5)Business Days after receipt of a written request from Seller (i) a lien waiver from any party
purporting to have a lien, security interest,or other encumbrance on the Premises,confirming that
it has no interest in the System, or (ii)an estoppel certificate attesting, to the knowledge of
Purchaser, of Seller's compliance with the terms of this Agreement or detailing any known issues
of noncompliance, and making such other representations, warranties, and accommodations
reasonably requested by the recipient of the estoppel certificate.
[SIGNATURE PAGES FOLLOW]
19
IN WITNESS WHEREOF, the Parties have caused this Power Purchase Agreement to
be duly executed and delivered as of the Effective Date.
EAGLE POINT ENERGY -5, LLC
SELLER
By:
Name:
Title: 0/
,,K
THE CITY OF DUBUQUE, IOWA
PURCHASER
By:
Name: F3
Title: N'\c
c.
C'
EXHIBIT A
DEFINITIONS
"Affiliate" means, with respect to any person or entity, any other person or entity
controlling, controlled by or under common control with such first person or entity. For purposes
of this definition and this Agreement, the term `control" (and correlative terms) means the right
and power, directly or indirectly through one or more intermediaries, to direct or cause the
direction of substantially all of the management and policies of a person or entity through
ownership of voting securities or by contract,including,but not limited to,the right to fifty percent
(50%)or more of the capital or profits of a partnership or, alternatively,ownership of fifty percent
(50%)or more of the voting stock of a corporation.
"Agreement"has the meaning set forth in the Preamble.
"Business Day" means any day except a Saturday, Sunday, or a Federal Reserve Bank
holiday.
"Commercial Operation Date" means the date when the System listed in Exhibit B is
"placed in service"for purposes of Section 48 of the Internal Revenue Code.
"Confidential Information"has the meaning set forth in Section 16.
"Contract Term"has the meaning set forth in Section 2.2.
"Contract Year" means the twelve (12) month period commencing on the Commercial
Operation Date, and each consecutive twelve (12) month period thereafter during the Delivery
Term.
"Delivery Point"means the point of interconnection between a System and the Designated
Premises' internal electrical system.
"Delivery Term"has the meaning set forth in Section 2.2.
"Designated Premises" means all the real property and improvements (exclusive of any
System)as described in Exhibit D.
"Effective Date"has the meaning set forth in the Preamble.
"Energy"means electrical energy that is generated by any System, expressed in kWh.
"Energy Price"means,for any Contract Year,the applicable amount set forth on Exhibit E.
"Environmental Attributes"means any and all environmental benefits, air quality credits,
emissions reductions, offsets, and allowances, howsoever entitled, attributable to energy
generation by a renewable fuel source and its displacement of energy generation by conventional,
nonrenewable, and/or carbon-based fuel sources. Environmental Attributes include, but are not
limited to, (l) any benefit accruing from the renewable nature of the generation's motive source;
(2) any avoided emissions of pollutants to the air, soil, or water (such as sulfur oxides (SO.),
nitrogen oxides (NO,), carbon monoxide (CO), and other pollutants other than those that are
regulated pursuant to state or federal law); (3) any avoided emissions of carbon dioxide (CO2),
methane (CH4), and other greenhouse gases that have been determined by the United Nations
Intergovernmental Panel on Climate Change to contribute to the actual or potential threat of
altering the Earth's climate by trapping heat in the atmosphere; (4) any property rights that may
exist with respect to the foregoing attributes howsoever entitled; (5) any green tags, renewable
energy credits or similar credits,including RECs created pursuant to applicable law("EMCs");and
(6)any reporting rights to these avoided emissions,including,but not limited to,green tag or REC
reporting rights. Environmental Attributes do not include (i)any energy, capacity, reliability, or
other power attributes,(ii)Tax Benefits,or(iii) emission reduction credits encumbered or used for
compliance with local,state, or federal operating and/or air quality permits.
"Exercise Period"has the meaning set forth in Section 6.2.
"Financing Party"has the meaning set forth in Section 11.1.
"Force Maieure" means any act or event that delays or prevents a Party from timely
performing obligations under this Agreement or from complying with conditions required under
this Agreement if such act or event, despite the exercise of reasonable efforts, cannot be avoided
by,and is beyond the reasonable control of and without the fault or negligence of,the Party relying
thereon as justification for such delay, nonperformance, or noncompliance, which includes,
without limitation, an act of God or the elements, site conditions, extreme or severe weather
conditions, explosion, fire, epidemic, landslide, mudslide, sabotage, terrorism, lightning,
earthquake, flood, volcanic eruption or similar cataclysmic event, an act of public enemy, war,
blockade, civil insurrection, riot, civil disturbance, or strike or other labor difficulty caused or
suffered by a Party or any third party beyond the reasonable control of such Party. However,
financial cost alone or as the principal factor shall not constitute grounds for a claim of Force
Majeure.
"Governmental Authorities" means any national, state, regional, municipal or local
government, any political subdivision thereof, or any governmental, quasi-governmental,
regulatory,judicial or administrative agency,authority,commission,board or similar entity having
jurisdiction over the System or its operations,the Premises, or otherwise over any Party.
"kWh"means kilowatt-hours.
"Net Metering Rules"means the rules established pursuant to applicable law in the state
of Iowa or the Purchaser's specific utility.
"Notice to Proceed Date" means the date on which physical work of a significant nature
relating to the installation of the System at the Designated Premises commences.
"Owner"has the meaning set forth in the Preamble.
"Party" and"Parties"have the meanings set forth in the Preamble.
"Person" means any individual, corporation (including, without limitation, any non-stock
or non-profit corporation), limited liability company,partnership,joint venture, association,joint-
stock company, trust, unincorporated organization, or governmental body.
"PPA Damages"has the meaning set forth in Section 10.4.
"Prudent Operating Practice"means the practices, methods, and standards of professional
care, skill, and diligence engaged in or approved by a significant portion of the electric power
industry for solar energy facilities of similar size, type, and design as the System that, in the
exercise of reasonablejudgment,in light of the facts known at the time,would have been expected
to accomplish results consistent with applicable law,reliability, safety, environmental protection,
applicable codes, and standards of economy and expedition.
"Purchase Option"has the meaning set forth in Section 6.1.
"Purchase Price"means the Fair Market Value(or"FMV") as defined to mean the greater
of: (i) the amount that would be paid for the equipment compromising the Systems in an arm's
length, free market transaction, for cash, between an informed, willing seller and an informed
willing buyer, neither of whom is under compulsion to complete the transaction, taking into
account,among other things, the age,condition and performance of such equipment and advanced
is solar technology, and (ii) the amount set forth on Exhibit F attached hereto for the respective
Purchase Option Year.
"Purchase Option Date"has the meaning set forth in Section 6.1.
"Purchaser"has the meaning set forth in the Preamble.
"Purchaser Event of Default"has the meaning set forth in Section 10.3.
"Purchaser Indemnified Parties"has the meaning set forth in Section 14.1.
"Seller"has the meaning set forth in the Preamble.
"Seller Event of Default"has the meaning set forth in Section 10.1.
"Seller Indemnified Parties"has the meaning set forth in Section 14.2.
"Substantial Completion" has the meaning set forth in the construction or installation
agreement entered into by Seller for the construction or installation of the System.
"System" means the solar energy generation system described in Exhibit B and located at
one of the Designated Premises described in Exhibit D.
"System Operation Date'means the date when an individual System is`placed in service"
for purposes of Section 48 of the Internal Revenue Code.
"Systems I means collectively all five solar energy generating systems described in Exhibit
B.
"Tax Benefits" means any and all new or existing federal, state or local tax credits, cash
grants, production incentives or similar tax or cash benefits for which the Systems, or the owner
or operator thereof, is eligible or which it receives, or any depreciation, expenses, credits,benefits
or other federal,state or local tax treatment for which the Systems,or the owner or operator thereof,
is eligible or which it receives.
"Temporary Shutdown" means a partial or complete shutdown of a System or
discontinuance of,or reduction in,energy delivered from a System at the written direction of Buyer
to Seller that lasts longer than 24 hours.
"Utility"means the Purchaser's electrical utility company.
EXHIBIT B
DESCRIPTION OF THE SYSTEMS
Name: City of Dubuque Fire Station
Location: 11 West 9" Street
Size: 69.12 kW DC
Mounting: Ballast roof mount
Name: City of Dubuque Fire Station
Location: 3155 Central Avenue
Size: 23.52 kW DC
Mounting: Flush mount on standing seam
Name: City of Dubuque Fire Station
Location: 689 South Grandview Avenue
Size: 5.04 kW DC
Mounting: Ballast roof mount
Name: City of Dubuque Fire Station
Location: 2180 John F. Kennedy Road
Size: 36.96 kW DC
Mounting: Ballast roof mount
Name: City of Dubuque Fire Station
Location: 1697 University Avenue
Size: 16.24 kW DC
Mounting: Ballast roof mount
EXHIBIT C
CITY OF DUBUQUE INSURANCE SCHEDULE B
City of Dubuque Insurance Requirements for General,Artisan or Trade
Contractors,Subcontractors or Sub Subcontractors
Insurance Schedule B
Class A:
Asbestos Removal Earthwork Piles&Caissons steel
Asphalt Paving Oedtr al Plumbing Stram sewem
Comet Oemwrs Reumin,Walk Structural Steel
Conalwcl nManagers Fiber Optia Reinto.rnaw Trails
Cranes FirePwtctim Roofing Tmreling
Ct, e. Fireproofing Sanhry Seven, Warr main
Decking G coral Cunmia s Sheet Metal
Caomikim WAC Situdliaes
De tna:tion Medamial Slnring
Paving&Surfacing Smdal cor Inaftim
Class B:
aenmW Spraying Mair Slump Grinding
Door;Window&Glazing VeNalarsrew Removal Tank coning
orywall Systems Painting&Wall Covering Trm Removal
Fertilizer Appliwtim P Cmtrd Tree Trimming
G Werh Boring Scandiiry TuApdndrg
Irsuktion Sidewalks Waterproofing
Rnish Carpm" Pl..nng Well Drilling
Iamn pin, Rough Carpentry
Class
Greet Cleaning Grass Cutting Tle&Temazw Flooring
Carpet&RespientF ng ]aNwrial Mr WasW'
Caulking&Seelanes Non Vehimlar Snow&Ice
Amunical Ceiling Removal
FBtr Cleaning Office F.nihlW
GenamlCkaning Power WasNa,
Pageld5 Scledule B,Gemml,ANwnv Tmde Cantndm,Subcm=a orsub Submntracwrs May 2016
City of Dubuque Insurance Requirements for General,Artisan or Trade
Contractors,Subcontractors or Sub Subcontractors
Insurance Schedule B (continued)
INSTRUCTIONS FOR INSURANCE SUBMITTAL:
1. Contractor shall furnish a signed Certificate of Insurance to the City of Dubuque,Iowa
for the coverage required in Exhibit I prior to commencing work and at the end of the
project if the term of work is longer than 6)days. Providers presenting annual
certficates shall present a Certificate at the end of each project with the final billing
Each Certificate shall be prepared on the most current ACORD form approved by the
Iowa Department of Insurance or an equivalent The issued certificate must clearly
indicate the project number,project name,or project description for which it is being
provided Eg: Project:It Project name:
or Project location at or
construction of
2. All policies of insurance required hereunder shall be with a carrier authorized to do
business in Iowa and all carriers shall have a rating of A or better in the current A.M.
Berra Rating Guide.
3. Each Certificate required shall be furnished to the City of Dubuque
Department.
4. Failure to provide minimum coverage shall not be deemed a waiver of these
requirements by the City of Dubuque. Failure to obtain or maintain the required
insurance shall be considered a material breach of this cordr is
5. Contractor shall require all subcontractors and sub-subcormactors W obtain and
maintain during the performance of work insurance for the coverages described in this
Insurance Schedule and shall obtain certificates of insurances from all such
subcontractors and subaubcomractors.Contractor agrees that it shall be liable for the
failure of a subcontractor and sub-subcontractor to obtain and maintain such coverages.
The City may request a copy of such certificates from the Contractor.
6. All required endorsements to various policies shall be attached to the Certificate of
imurance.
T. Whenever an ISO form is referenced the current edition must be used.
8. Provider shall be required to carry the minimum coverage/lii or greater if required by
law or other legal agreement,in Exhibit I-Insurance Schedule B.tithe providers limit of
liability is higher than the required minimum limit then the provider's limit shall be this
agreement's required limit.
Page2of5 5diedule B,Gemral,ArmnwTmde Cont ,Subcaneawwsw5ub5ubmneactwa May 2016
City of Dubuque Insurance Requirements for General,Artisan or Trade
Contractors,Subcontractors or Sub Subcontractors
Insurance Schedule B (continued)
Exhibit I
A) COMMERCIALGENERALUyIBIM
General Aggregate Limit szoic. 00
ProducerCompleted eperatioas A reeate limit $;000,000
Personal and ndyerdzing Injury Limit $IAOD.000
Each Occurrence $1,OW,000
Fire Damage Limit(an,one occunerrce) $ 50,000
Mediwlpaymento
a) Coverage shall bewntten on anrccvnens.manEaimzowde,form.lbe general lWbltltycoverdle shall
bewriaen InaaokwBb ISOfom CG=lwb nmenform Bp0M2.AlldMrtionskom Ne
standarEWmmmedalgmenlllabditwm CGMI.orBuslne mnembmBPM@,zhallbe
cleats Identified.
b) Include I50 endorsement form CG 25a•Cesirntted Location(s)General lie agate umT«CG 250
"Designated Construction%ejett ul General Ap res es umr.d appropree.
c) Include endoreament IMkating matmvarage is primaryand non<ontributmy.
d) Include endorrement to prewve Governmental ImmunM1y.(sample vouched).
el Include an endorsement des,calsus am fel leas s mpbyee contends.
I) Include addltiaw l Insured mdwsemant for.
The Citya oubueue including all ivalested and aprdlrcM officals,all Its employecs and
volunteers,all Its;beards,rnnmistlons and/or autroreass and their board membem emgayees
and volunteers.Use 150 form CG 2010.Omer, Me",
gl al ruMottomshall include Me Coy of oubuque(per she shame verbland as an add moral Insured for
completed operations under 6p fpm CG 2037 dole,the yaj tmm and fora Ford Mtwo yeas
aftwihe rompletnn of Ne pmjest
B) AUTOMOBILE Lb1BIL" $1.000.10(il Kdarldned Single Limit)
Q WORKERS'COMPEWMN a newumets 1IABILfrf
statutory Benefits coal all employees Injured an Me job by accident or disease as prescribed by
Iowa Cade Chapter 85.
Cc,sarl Sutsrtpy—State of louse
CoaemgeB Employers liability
Each samderd $100.000
Each Empbye wase $IMp00
Polity limit Oaded, $50.000
Policy shall include an mMorsament prmidirga xaivr of subrogation wthe City of Dubupue.
Cmrefage B limits shall be greater if recruited!by Umbrella Carrier.
Page3of5 Schedule S,Generai,AMmnar Tmde Camnctwz,Submntra or$u be va=in May 2016
City of Dubuque Insurance Requirements for General,Artisan or Trade
Contractors,Subcontractors or Sub Subcontractors
Insurance Schedule B (continued)
Exhibit)
D) Umbrella Liability
umbrella liability cwenge must beat kart fdlmdrig farm with the underlying pdides included
hand.
All tlassAtomnc tosunMconar. nlws in eycessd$10,000, 0 mwthave an umbmik d
$10,000,000.
an Class A a M Class B caneaaon wi th contract values between$SOOp00 and$1¢,00¢,000 must have
an umbrella d$B4OOo,OW.
All Clam,A and B contracray with oantractvadws km,than$500,000 must have an umbrella of
SL000,000.
Al tlass C contractors are not requred mhave an umbrella.
E) Pollution Uabl6v Coyemge required: _yes no
Pollution Uabilky owemgesbell be required Rproject irrvolvesmry pollution eapoures including
abatmentof heaardomor comaminated materials including but not limited to,the remand of lead,
asbestos,or KW&Pollutant product and mmptew cpendom coverage shall also be mrered.
54,000,000 oad�oce,ate
$4,000,000 pdicyaWggegah
a) Polity to include premixzard bena,miatim,coverage.
b) Induce additiarel imaedassdted in Afabow,
c) Include prexrvationdgwernmemal immunityazstated in Ad above.
d) Provide evidence ofoawm a For 5 years after completion of project.
F) Railroad Protective Liability Cmeragerequired: yes no
Arty contract far construction or demolition work on or within Fifty feat lyre)from the
edge of thetncksofa railroad or effecting am'railroad bridge ortiestle,tracks,
roadbeds,tunnel,underplay,or anesiM for which an easement or license or
in lemnigotian of the rvlroad is required, shall require evidence of the following
additional coverages.
Railroad Promotive Liability:
$ each..,,"a,limltsrequired by Ulmer)
$ pdiryaggre�R(perlimits required by Railroad)
OR
An endorxmemmMe Cammervckl Gmerel Liability polltyegwl to ISOM 2417(contractual
LiabilityJtalroads).Ao>pyofthb erdorxmen[shallbeattadedmthe Certiflute oflmunm<.
Page4d5 Scbedule B.Gemmi.Aro naTmde Comncmm,5ubmntraetorsaSub bcontradon May 2016
City of Dubuque Insurance Requirements for General,Artisan or Trade
Contractors,Subcontractors or Sub Subcontractors
Preservation of Governmental Immunities Endorsement
1. Nonwaiverof Governmental Immunity.The insurance carrier expressly agrees and statesthatthe
purchase of this polity and the including of the City of Dubuque,bwa as an Additional Insured does
not waive any of the defenses of govemmental immunity available to the City of Dubuque,bwa
under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time.
2. Claims Cnwsa¢e.The insurance carrier further agrees that this policy of insurance shall cover only
those claims not subject to the defense of gowmmental immunity under the CDde of Iowa Sec,ion
6T1.4 as it now exists and as it may be amended from time b time.Those claims not subject to
Code of Iowa Section 670.4 shall be covered"a terms and conditions of this insurance polity.
3. Assertion of Government Immunity.The City of Dubuque,Iowa shall be responsible for asserting any
defense of governmental immunity,and may do so at any time and shall do so upon the timely
written request of the insurance osier.
0. Non-Denial of Covera¢e.The insurann,carrier shall not deny coverage under this policy andthe
insurance carrier shall not deny any of the rights and benefits avouing to the City of Dubuque,bwa
under this poli y for reawm of gowmmental immunity unless and until a court of competent
jurisdiction has ruled in fever of the defeme)s)ofgovernmental immunity asserted by the City of
Dubuque,Iowa.
No Other Chanee in Policy.Theabom preservation ofgovernmental immunities shall not otherwise
change or alter the coverage available under the policy.
SPECIMEN
Page5 of Schedule B.General,Argaan orTrade contactors,Subcmtraaarsor Sub Subcontractors May 2616
EXHIBIT D
DESIGNATED PREMISES
(Addresses and Legal Descriptions)
Fire Headquarters
Address- I 1 West 9th Street
Legal Description-CITY LOT 259, LOTS I &2 OF THE SUBDIVISIONS OF CITY LOT 260
&THE SOUTH 1/2 OF CITY LOT 261
Fire Station 2
Address-2180 JFK Road
Legal Description-LOT 1 OF HOHNECKER PLACE#2
Fire Station 3
Address -3155 Central Avenue
Legal Description-THE NORTH 15' OF LOT 23, LOTS 24&25, LOT 1-1-26,2-1-26, &2-26
IN G.R. WESTS ADDITION
Fire Station 4
Address- 1697 University Avenue
Legal Description-LOTS 5 &6 OF TSCHIRGI & SCHWIND'S SUBDIVISION
Fire Station 5
Address - 689 South Grandview Avenue
Legal Description-LOTS 15, 16, 17& 18 IN BLOCK 5 OF GRANDVIEW PARK ADDITION
EXHIBIT E
ENERGY PRICE
(During the Delivery Term)
PPA Rate Per kWh
Year 1 $0.0850
Year 2 $0.0876
Year 3 $0.0918
Year 4 $0.0929
Year 5 $0.0957
Year 6 $0.0985
Year 7 $0.1015
Year 8 $0.1045
Year 9 $0.1077
Year 10 $0.1109
Year 11 $0.1142
Year 12 $0.1177
Year 13 $0.1212
Year 14 $0.1248
Year 15 $0.1286
Year 16 $0.1324
Year 17 $0.1364
Year 18 $0.1405
Year 19 $0.1448
Year 20 $0.1490
Thereafter 3%annual increase if buyout not executed or site removal
requested
EXHIBIT F
FAIR MARKET VALUE REFERENCE AMOUNTS
Fire Station Address Year 10 Year 15 Year 20
11 West 91" Street $76,508 $46,887 $11,453
3155 Central Ave. $26,034 $15,954 $ 3,897
689 South Grandview $ 5,579 $ 3,419 $ 835
2180 JFK Road $40,910 $25,071 $ 6,124
1697 University $17,796 $11,016 $ 2,691
Totals $167,007 $102,348 $25,000
EXHIBIT G
COLLATERAL ASSIGNMENT AGREEMENT
Assignment of Eagle Point Energy-5, LLC Solar Power Purchase Agreements by and between
(i)Eagle Point Energy-5,LLC;and(ii)the City of Dubuque Iowa.
Purchaser: City of Dubuque Iowa
City Hall
50 East 131h St.
Dubuque,IA 52001
Assignor: Eagle Point Energy-5,LLC Lessor: BluePath Finance FC IV LLC
900 Jackson St.,Suite 108 558 Presidio Blvd.,Suite B#29048
Dubuque,IA 52001 San Francisco,California 94129
FOR VALUABLE CONSIDERATION,the receipt of which is hereby acknowledged,the undersigned,Eagle Point
Enorgy-5, LLC (herein referred as "Assignor", and as Seller in the City of Dubuque Iowa PPA hereby assigns,
transfers and sets over unto BluePath Finance FC IV LLC and its successors and assigns (herein referred to as
"Lessor"or"Assignee"),at 558 Presidio Blvd.,Suite B#29048,San Francisco,California 94129,all monies due and
to become due under the City of Dubuque Solar Power Purchase Agreement, and any revisions, modifications,
amendments,options,claims and extensions thereto(hereinafter referred to as the"Contracts").
ASSIGNOR HEREBY AUTHORIZES AND DIRECTS The City of Dubuque, its agents and officers, at the
direction of the Assignee,to make all payments due or that may be hereafter due or owning under the Contracts to the
Assignee by checks or other orders,payable to the order of the Assignee. Assignor hereby constimms and appoints
Assignee its true and lawful attorney,irrevocably,with full power or substitution for it and in its name or in the name
of the Assignor or otherwise,to ask,require,demand,and receive and give acquaintance for any and all said monies
due or to become due,and to endorse the name of the Assignor to any checks,drafts or other orders for the payment
of money payable to the Assignor.
ASSIGNOR HEREBY WARRANTS that it is the lawful owner of all rights under the Contracts and any and all
amendments thereof and supplements thereto;that it has good right to assign the same;that its rights are free and clear
of all liens and encumbrances and that it will warrant and defend the same against the lawful claims and demands of
all persons. Assignor agrees(a)that, if any payment under the Contracts shall be made to Assignor,it will receive
and hold the same in trust for Assignee and will forthwith upon receipt deliver the same to Assignee in the identical
forth of payment received by Assignor,and(b)that it will execute and deliver all such further instruments and do all
such further acts and things as Assignee may reasonably request or as shall be necessary or desirable to further and
more perfectly assume to Assignee its rights under the Contracts.
ASSIGNEE SHALL NOT HAVE OR BE UNDER any duty whatsoever to perform or carry out any of the
obligations undertaken by Assignor under the Contacts.
IN WITNESS WHEREOF, ASSIGNOR HAS EXECUTED THIS ASSIGNMENT THIS DAY OF
, 2017.
ASSIGNOR: PURCHASER:
X X
Name City of Dubuque Iowa
Eagle Point Energy -5, LLC By: Michael Van Milligan, City Manager
Kevin Firnstahl
From:City of Dubuque Public Information Office <listserv@civicplus.com>
Sent:Wednesday, January 11, 2017 10:00 AM
To:Kevin Firnstahl
Subject:NEWS RELEASE: Contract for Rooftop Solar Arrays on Five Fire Stations Approved
View this in your browser
Contact:
Cori Burbach
Sustainable Community Coordinator
563-690-6038
cburbach@cityofdubuque.org
www.sustainabledubuque.org
Jan. 11, 2017 - For Immediate Release
Contract for Rooftop Solar Arrays on Five Fire Stations Approved
DUBUQUE, Iowa – The Dubuque City Council recently approved agreements with Eagle Point Solar of Dubuque for
the installation of rooftop solar arrays on five of the City’s six fire stations. The project is expected to reduce
electricity costs at the stations by more than 30 percent.
The contract award follows a request for proposal process which generated responses from five firms. The City
Council unanimously approved a power purchase agreement and a collateral assignment agreement with Eagle
Point Solar for the installation of rooftop solar arrays on the Fire Department Headquarters at 11 W. Ninth St., Station
2 at 2180 John F. Kennedy Rd., Station 3 at 3155 Central Ave., Station 4 at 1697 University Ave., and Station 5 at
689 S. Grandview Ave.
Once installed, the arrays are expected to permanently reduce the City’s cost of each kilowatt hour (kWh) of
electricity utilized in the five fire stations by more than 30 percent. Specifically, the terms of the contract include a
$0.085/kWh initial rate with a three percent inflation rate. This compares with the current aggregate Alliant Energy
rate for the fire facilities of $0.116/kWh. The only upfront funding required for this project from the City is for
equipment upgrades to allow internet connectivity for the solar arrays, not to exceed $1,500.
The percentage of electricity use offset and carbon dioxide offset at each station varies, due to available roof space
and usage at that site:
Station System Size Annual Electricity Offset Carbon Offset
Headquarters 66.15 kW 37% 1,651 tons
Station 2 35.28 kW 96% 887 tons
1
Station 3 27.72 kW 55% 697 tons
Station 4 15.75 kW 26% 377 tons
Station 5 5.04 kW 28% 128 tons
Total System Size 150.8 kW 3,740 tons
According to Eagle Point Solar, the combination of the five solar arrays, over their lifetime, will offset the equivalent
of: planting 87,141 trees, the reduction of 7.48 million automobile miles driven (or 381,480 gallons of gasoline),
recycling 11,818 tons of waste rather than landfilling it, displacing carbon dioxide emissions from the annual
electricity use of 425 homes, or 1,822 tons of coal burned.
“The Fire Department has focused, first, on energy efficiency in their facilities,” said City of Dubuque Sustainable
Community Coordinator Cori Burbach. “Installation of solar arrays is an opportunity for us to continue to reduce utility
costs while also helping the community reach our goal to reduce greenhouse gases 50 percent by 2030.”
Installation is expected to begin in late January 2017 and be completed in late February, weather permitting. For
more information, contact City of Dubuque Sustainable Community Coordinator Cori Burbach at 563-690-6038 or
cburbach@cityofdubuque.org.
# # #
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