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Direct Power Purchase Agreement
"I need a Direct Power Purchase Agreement for a 50MW solar project in County Cork, Ireland, where our tech company will be the corporate buyer and we require the agreement to include provisions for both physical power delivery and renewable energy certificates, with operations expected to commence in March 2025."
1. Parties: Identification of the Generator/Seller and the Corporate Buyer/Offtaker
2. Background: Context of the agreement, including facility details and parties' objectives
3. Definitions and Interpretation: Detailed definitions of terms used and rules of interpretation
4. Sale and Purchase Obligations: Core obligations regarding the sale and purchase of electricity, including any minimum purchase obligations
5. Term and Conditions Precedent: Duration of agreement and conditions that must be satisfied before the agreement becomes fully effective
6. Delivery Point and Title: Specification of where electricity will be delivered and transfer of title
7. Metering and Communications: Requirements for measuring delivered electricity and communications between parties
8. Price and Payment: Pricing structure, payment terms, invoicing, and dispute procedures
9. Generator Obligations: Key obligations of the generator including maintenance, insurance, and compliance requirements
10. Buyer Obligations: Key obligations of the buyer including payment and credit support
11. Force Majeure: Events excusing performance and procedures for handling force majeure situations
12. Default and Termination: Events of default, cure periods, and termination rights
13. Liability and Indemnities: Allocation of risks and responsibilities between parties
14. Dispute Resolution: Procedures for resolving disputes between parties
15. Confidentiality: Protection of confidential information and permitted disclosures
16. General Provisions: Standard boilerplate provisions including notices, amendments, and governing law
1. Green Benefits: Provisions regarding renewable energy certificates and other environmental attributes - include when these are being transferred as part of the agreement
2. Change in Law: Procedures for handling regulatory changes - include for longer-term PPAs or in jurisdictions with evolving regulatory frameworks
3. Grid Connection: Specific provisions relating to grid connection requirements - include when the generator is responsible for grid connection
4. Performance Security: Requirements for performance bonds or other security - include when required by either party's credit requirements
5. Construction and Commissioning: Requirements for new facilities - include only for PPAs signed before facility completion
6. Forecasting and Scheduling: Detailed procedures for production forecasting - include for variable renewable sources like wind or solar
7. Buy-Out Option: Terms for potential purchase of the generating facility - include when buyer may want future ownership rights
8. Insurance: Detailed insurance requirements - include as separate section when complex insurance arrangements are needed
1. Facility Description: Technical specifications of the generating facility including location, capacity, and technology
2. Testing and Commissioning Procedures: Detailed procedures for facility testing and commissioning
3. Metering Specifications: Technical requirements for metering equipment and procedures
4. Pricing Mechanism: Detailed pricing calculations, adjustments, and examples
5. Operating Procedures: Detailed procedures for day-to-day operation and communication
6. Form of Direct Agreement: Standard form of direct agreement with lenders if required
7. Performance Requirements: Detailed technical performance specifications and guarantees
8. Form of Parent Company Guarantee: Standard form of parent company guarantee if required
9. Insurance Requirements: Detailed specification of required insurance coverage
10. Grid Connection Details: Technical specifications and requirements for grid connection
Authors
Affiliate
Agreement
Annual Contract Quantity
Applicable Law
Availability
Billing Period
Business Day
Capacity
Change in Law
Commencement Date
Commercial Operation Date
Competent Authority
Contract Price
Contract Year
Credit Rating
Credit Support
Curtailment
Delivery Point
Delivery Term
Distribution System
EirGrid
Electricity
Environmental Attributes
ESB Networks
Event of Default
Facility
Force Majeure Event
Good Industry Practice
Governmental Authority
Grid
Grid Code
Grid Connection Agreement
Grid Connection Point
Grid Operator
Guaranteed Energy
Initial Period
Interconnection Facilities
Invoice
Licensed Bank
Maintenance Schedule
Market Rules
Metering Equipment
Minimum Generation
Network
Operating Procedures
Outage
Parent Company Guarantee
Party/Parties
Performance Security
Planned Maintenance
Point of Common Coupling
Project
Project Documents
Prudent Operating Practice
Reactive Power
Renewable Energy Certificates
Renewable Energy Support Scheme
Representatives
Required Commercial Operation Date
Scheduled Maintenance
Security Interest
Single Electricity Market
Site
Specified Facility
System Emergency
System Operator
Tax
Technical Specifications
Term
Termination Date
Testing
Transmission System
Unit Price
Conditions Precedent
Sale and Purchase
Delivery
Term and Duration
Price and Payment
Metering
Billing and Settlement
Credit Support
Performance Security
Force Majeure
Change in Law
Representations and Warranties
Generator Covenants
Buyer Covenants
Title and Risk
Environmental Attributes
Testing and Commissioning
Operations and Maintenance
Scheduled Maintenance
Grid Connection
Curtailment
Default
Termination
Liability and Indemnity
Insurance
Dispute Resolution
Confidentiality
Assignment
Change of Control
Notices
Governing Law
Anti-corruption
Data Protection
Boilerplate
Amendments
Severability
Entire Agreement
Third Party Rights
Waiver
Counterparts
Renewable Energy
Utilities
Manufacturing
Data Centers
Technology
Industrial Processing
Food and Beverage
Pharmaceutical
Real Estate
Retail
Banking and Finance
Green Energy
Sustainability Services
Legal
Procurement
Sustainability
Finance
Operations
Risk Management
Environmental Compliance
Commercial
Energy Trading
Project Development
Corporate Strategy
Chief Sustainability Officer
Energy Procurement Manager
Legal Counsel
Commercial Director
Sustainability Manager
Power Plant Manager
Chief Financial Officer
Risk Manager
Operations Director
Renewable Energy Developer
Project Finance Manager
Environmental Compliance Officer
Energy Trading Manager
Corporate Strategy Director
Procurement Officer
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