Curtailment Energy Payment Rate. (A) If (i) delivery of Renewable Energy is curtailed by Company pursuant to Section 7.4, (ii) curtailment of delivery of Renewable Energy is required of Seller by MISO (or Company on behalf of MISO) that is directly or indirectly based upon, related to or arises from Company’s scheduling and/or energy market settlement activities under Section 7.5, including but not limited to any “Offer Curve” (as defined in the MISO Tariff or MISO guidelines, protocols or other operating procedures and rules) made by or on behalf of Company with respect to the Facility (an “Economic Curtailment”) or (iii) curtailment of delivery of Renewable Energy is required of Seller by MISO (or Company on behalf of MISO) that is directly or indirectly based upon, related to or arises from Company not responding to a MISO “set point” or similar dispatch instruction, and any such reduction does not constitute a Non-Compensable Curtailment, then 1. the Parties shall determine the quantity of Renewable Energy that would have been produced by the Facility and delivered to the Point of Delivery: (i) during those periods of time when the Facility is on AGC and the AGC Set-Point is set at a level that will not allow the entire installed capacity of the Facility to be deliverable by determining the difference between Potential Energy and the delivered Renewable Energy, and (ii) during those periods of time when the Facility is not on AGC or the AGC Set-Point is set at a level that will allow the entire installed capacity to be deliverable by determining the amount that would have been available for delivery had its generation not been so curtailed (“Curtailment Energy”). 2. Curtailment Energy shall be the number of MWh represented by the Potential Energy less the Renewable Energy actually delivered and measured by the Electric Metering Devices (and excluding any Non-Compensable Curtailments) during the period of curtailment. 3. Company shall pay to Seller for such Curtailment Energy net of any Non-Compensable Curtailments, all amounts that Seller would have received from Company under this PPA had such Curtailment Energy actually been delivered. In no circumstances will Company be obligated to pay additional amounts associated with any foregone tax benefits or otherwise that Seller may have been entitled to under Applicable Laws but did not receive as a result of the curtailment. (B) For purposes of determining Curtailment Energy, the amount of Potential Energy at any given time shall be calculated using the best-available data and methods to determine an accurate representation of the amount of Renewable Energy Seller could have delivered to the Point of Delivery during a curtailment. 1. To the extent available, Company agrees to use Seller’s real time Park Potential communicated to Company through the SCADA System as the proxy for Potential Energy, except to the extent that Park Potential is demonstrated not to accurately reflect the Potential Energy (plus or minus [**]% over a period of one month). Seller agrees to provide to Company the Facility’s Potential Energy in five-minute intervals on a monthly basis. 2. During those periods of time when the Park Potential is unavailable or does not accurately represent Potential Energy, the Parties shall use the best available data obtained through commercially reasonable methods to determine the Potential Energy. 3. Seller shall be entitled to sell any Curtailment Energy to third parties to whom Seller is able successfully to transact and deliver, provided, however, that the net amount realized for such sale shall offset amounts owed by Company for Curtailment Energy. Company shall reasonably cooperate with any such sales, and Seller accepts sole responsibility to obtain transmission rights to deliver such energy at no cost to Company. Seller accepts all risk of the unavailability of transmission rights during any curtailment. (C) Notwithstanding anything in this Article to the contrary, curtailments or reductions of delivery for any of the following reasons shall constitute “Non-Compensable Curtailments”, shall be excluded from “Curtailment Energy,” and no payment shall be due Seller under paragraph (A) above for curtailments of delivery of Renewable Energy resulting from 1. an Emergency; 2. any action taken by the Interconnection Provider under the Interconnection Agreement; 3. any reliability curtailment that is required by MISO or Transmission Provider that reduces or precludes delivery of Renewable Energy to or from the Point of Delivery; 4. any curtailment arising out of maintenance outages of any part of the transmission system or any testing of the transmission system; 5. any curtailment arising from Seller’s failure to maintain in full force and effect any permit, consent, license, approval, or authorization from any Governmental Authority required by Applicable Laws to construct and/or operate the Facility; 6. any curtailment to the extent arising out Seller’s failure to maintain AGC capability or its failure or refusal to respond to AGC instructions from the EDCC, including but not limited to any curtailment by Seller with respect to any Dispatch Interval contrary to the requirements of Section 7.4(A); [**] Denotes confidential information that has been omitted from the exhibit and filed separately, accompanied by a confidential treatment request, with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934 7. except to the extent of any curtailment compensable pursuant to Section 8.2(A)(i) or (iii), any curtailment for a period during which (A) the “Offer Curve” submitted to MISO by Company for Renewable Energy from the Facility for such period is less than the MISO spot market price for energy delivered at the MISO LMP node nearest the Point of Delivery for such period, and (B) the 5-minute forecast submitted to MISO by Company for Renewable Energy from the Facility is greater than the Potential Energy for such period; or 8. any curtailment by Seller to install, maintain or repair any of its equipment or facilities (including equipment or facilities subject to the Shared Facilities Agreement) or in connection with a condition likely to result in significant damage to Seller’s equipment or if Seller otherwise deems such curtailment necessary to protect life or property.
Appears in 2 contracts
Samples: Wind Energy Purchase Agreement (Otter Tail Corp), Wind Energy Purchase Agreement (Otter Tail Corp)
Curtailment Energy Payment Rate. (A) If (i) delivery of Renewable Energy is curtailed by Company pursuant to Section 7.4, (ii) curtailment of delivery of Renewable Energy is required of Seller by MISO (or Company on behalf of MISO) that is directly or indirectly based upon, related to or arises from Company’s scheduling and/or energy market settlement activities under Section 7.5, including but not limited to any “Offer Curve” (as defined in the MISO Tariff or MISO guidelines, protocols or other operating procedures and rules) made by or on behalf of Company with respect to the Facility (an “Economic Curtailment”) or (iii) curtailment of delivery of Renewable Energy is required of Seller by MISO (or Company on behalf of MISO) that is directly or indirectly based upon, related to or arises from Company not responding to a MISO “set point” or similar dispatch instruction7.3, and any such reduction does is not constitute included as a Non-Compensable Curtailment, then
1. the Parties shall determine the quantity of Renewable Energy that would have been produced by the Facility and delivered to the Point of Delivery: (i) during those periods of time when the Facility is on AGC and the AGC Set-Point is set at a level that will not allow the entire installed capacity of the Facility Nameplate Capacity to be deliverable by determining the difference between Potential Energy and the delivered Renewable Energy, and (ii) during those periods of time when the Facility is not on AGC or the AGC Set-Point is set at a level that will allow the entire installed capacity Facility Nameplate Capacity to be deliverable by determining the amount that would have been available for delivery had its generation not been so curtailed (“Compensable Curtailment Energy”).
2. Compensable Curtailment Energy shall be the number of MWh represented by the Potential Energy less the Renewable Energy actually delivered and measured by the Electric Metering Devices (and excluding any Non-Non- Compensable Curtailments) during the period of curtailment.
3. Company shall pay to Seller for such Compensable Curtailment Energy net of any Non-Compensable Curtailments, Curtailments (i) all amounts that Seller would have received from Company under this PPA had such Compensable Curtailment Energy actually been delivered. In no circumstances will Company be obligated delivered plus (ii) the amount of any associated Tax Benefits to pay additional amounts associated with any foregone tax benefits or otherwise that which Seller may would have been entitled to under Applicable Laws but did not receive as a result result, on a grossed up basis; provided, however, that Seller has elected to receive PTCs. For the avoidance of doubt, Seller shall not be entitled to recover any Tax Benefits to the curtailmentextent Seller was not entitled to receive PTCs had the Compensable Curtailment Energy actually been delivered.
(B) For purposes of determining Compensable Curtailment Energy, the amount of Potential Energy at any given time shall be calculated using the best-best- available data and methods to determine an accurate representation of the amount of Renewable Energy Seller could have delivered to the Point of Delivery during a curtailmentEnergy.
1. To the extent available, Company agrees to use Seller’s real time Park Potential communicated to Company through the SCADA System as the proxy for Potential Energy, except to the extent that Park Potential is demonstrated not to accurately reflect the Potential Energy (plus or minus [**]2% over a period of one month). Seller agrees to provide to Company the Facility’s Potential Energy in five-minute intervals on a monthly basis.
2. During those periods of time when the Park Potential is unavailable or does not accurately represent Potential Energy, the Parties shall use the best available data obtained through commercially reasonable Commercially Reasonable methods to determine the Potential Energy.
3. Seller shall be entitled to sell any Curtailment Energy to third parties to whom Seller is able successfully to transact and deliver, provided, however, that the net amount realized for such sale shall offset amounts owed by Company for Curtailment Energy. Company shall reasonably cooperate with any such sales, and Seller accepts sole responsibility to obtain transmission rights to deliver such energy at no cost to Company. Seller accepts all risk of the unavailability of transmission rights during any curtailment.
(C) Notwithstanding anything in this Article to the contrary, curtailments or reductions of delivery for any of the following reasons shall constitute “Non-Compensable Curtailments”, shall be excluded from “Curtailment Energy,” and no payment shall be due Seller under paragraph (A) above for curtailments of delivery of Renewable Energy resulting from
1. an Emergency;
2. any action taken by the Interconnection Provider under the Interconnection Agreement;
3. any reliability curtailment that is required by MISO or Transmission Provider that reduces or precludes delivery of Renewable Energy to or from the Point of Delivery;
4. any curtailment arising out of maintenance outages of any part of the transmission system or any testing of the transmission system;
5. any curtailment arising from Seller’s failure to maintain in full force and effect any permit, consent, license, approval, or authorization from any Governmental Authority required by Applicable Laws to construct and/or operate the Facility;
6. any curtailment to the extent arising out Seller’s failure to maintain AGC capability or its failure or refusal to respond to AGC instructions from the EDCC, including but not limited to any curtailment by Seller with respect to any Dispatch Interval contrary to the requirements of Section 7.4(A); [**] Denotes confidential information that has been omitted from the exhibit and filed separately, accompanied by a confidential treatment request, with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934
7. except to the extent of any curtailment compensable pursuant to Section 8.2(A)(i) or (iii), any curtailment for a period during which (A) the “Offer Curve” submitted to MISO by Company for Renewable Energy from the Facility for such period is less than the MISO spot market price for energy delivered at the MISO LMP node nearest the Point of Delivery for such period, and (B) the 5-minute forecast submitted to MISO by Company for Renewable Energy from the Facility is greater than the Potential Energy for such period; or
8. any curtailment by Seller to install, maintain or repair any of its equipment or facilities (including equipment or facilities subject to the Shared Facilities Agreement) or in connection with a condition likely to result in significant damage to Seller’s equipment or if Seller otherwise deems such curtailment necessary to protect life or property.
Appears in 1 contract
Samples: Wind Energy Purchase Agreement
Curtailment Energy Payment Rate. (A) If Beginning on the Commercial Operation Date, Buyer shall dispatch the Facility through the dispatch procedures established by Xxxxx and Seller in accordance with Good Utility Practices, copies of which will be finalized by the Parties at least three (i3) delivery of Renewable Energy is curtailed by Company pursuant to Section 7.4, (ii) curtailment of delivery of Renewable Energy is required of Seller by MISO (or Company on behalf of MISO) that is directly or indirectly based upon, related to or arises from Company’s scheduling and/or energy market settlement activities under Section 7.5, including but not limited to any “Offer Curve” (as defined in the MISO Tariff or MISO guidelines, protocols or other operating procedures and rules) made by or on behalf of Company with respect months prior to the Facility Commercial Operation Date.
(an “Economic Curtailment”B) or (iii) curtailment of delivery of Renewable Energy is required of Seller by MISO (or Company on behalf of MISO) that is directly or indirectly based upon, related to or arises from Company not responding to If a MISO “set point” or similar dispatch instruction, and any such reduction does not constitute a Non-Compensable CurtailmentCurtailment occurs, then:
1. the Parties shall determine the quantity of Renewable Potential Energy that would have been produced by the Facility and delivered to but for the Point of Delivery: (i) during those periods of time when the Facility is on AGC and the AGC Set-Point is set at a level that will not allow the entire installed capacity of the Facility to be deliverable by determining the difference between Potential Energy and the delivered Renewable Energy, and (ii) during those periods of time when the Facility is not on AGC or the AGC Set-Point is set at a level that will allow the entire installed capacity to be deliverable by determining the amount that would have been available for delivery had its generation not been so curtailed (“Curtailment Energy”)Compensable Curtailment.
2. For purposes of this PPA, “Compensable Curtailment Energy Energy” shall be the number of MWh represented by the Potential Energy less the Renewable Energy actually delivered and measured by the Electric Metering Devices (and excluding any Non-Compensable Curtailments) during the period of curtailmenta Compensable Curtailment.
3. Company Buyer shall pay to Seller for such Compensable Curtailment Energy net the sum of any Non-Compensable Curtailments, (i) all amounts that Seller would have received from Company Buyer under this PPA had such Compensable Curtailment Energy actually been delivered. In no circumstances will Company be obligated to pay additional amounts associated with any foregone tax benefits or otherwise that Seller may have been entitled to under Applicable Laws but did not receive as a result of delivered and (ii) the curtailmentGrossed-up PTC Amount.
(B) 4. For purposes of determining Compensable Curtailment Energy, the amount of Potential Energy at any given time shall be calculated using the best-available data and methods to determine an accurate representation of the amount of Renewable Energy Seller could have delivered to the Point of Delivery during a curtailment.
1. To the extent available, Company agrees to use Seller’s real time Park Potential communicated to Company through the SCADA System as the proxy for Potential Energy, except to the extent that Park Potential is demonstrated not to accurately reflect the Potential Energy (plus or minus [**]% over a period of one month). Seller agrees to provide to Company the Facility’s Potential Energy in five-minute intervals on a monthly basis.
2. During those periods of time when the Park Potential is unavailable or does not accurately represent Potential Energy, the Parties shall use the best available data obtained through commercially reasonable methods to determine the Potential Energy.
3. Seller shall be entitled to sell any Curtailment Energy to third parties to whom Seller is able successfully to transact and deliver, provided, however, that the net amount realized for such sale shall offset amounts owed by Company for Curtailment Energy. Company shall reasonably cooperate with any such sales, and Seller accepts sole responsibility to obtain transmission rights to deliver such energy at no cost to Company. Seller accepts all risk of the unavailability of transmission rights during any curtailment.
(C) Notwithstanding anything As used in this Article to the contraryPPA, curtailments “Compensable Curtailment” means any curtailment, in whole or reductions of delivery for any in part, of the following reasons shall constitute “Non-Compensable Curtailments”, shall be excluded from “Curtailment Energy,” and no payment shall be due Seller under paragraph (A) above for curtailments production or deliveries of delivery of Renewable Energy resulting from
1. an Emergency;
2. any action taken by the Interconnection Provider under the Interconnection Agreement;
3. any reliability curtailment that is required by MISO or Transmission Provider that reduces or precludes delivery of Renewable Energy to or from the Point of Delivery;
4. any curtailment arising out of maintenance outages of any part of the transmission system or any testing of the transmission system;
5. any curtailment arising from Seller’s failure to maintain in full force and effect any permit, consent, license, approval, or authorization from any Governmental Authority required by Applicable Laws to construct and/or operate the Facility;
6. any curtailment to the extent arising out Seller’s failure to maintain AGC capability or its failure or refusal to respond to AGC instructions from the EDCC, including but not limited to any curtailment by Seller with respect to any Dispatch Interval contrary to the requirements of Section 7.4(A); [**] Denotes confidential information that has been omitted from the exhibit and filed separately, accompanied by a confidential treatment request, with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934
7. except to the extent of any curtailment compensable pursuant to Section 8.2(A)(i) or (iii), any curtailment for a period during which (A) the “Offer Curve” submitted to MISO by Company for Renewable Energy from the Facility due to:
1. Buyer or Transmission Authority directives to curtail for reasons other than an Emergency, Forced Outage, Force Majeure, any market dispatch that includes an OOME flag, or Article 7.2(D);
2. Buyer’s breach of, or failure to perform, its obligations under this PPA;
3. failure of Buyer to submit an offer or schedule for the output of Renewable Energy from the Facility, as long as the failure to submit a schedule was not caused in any material part by Seller’s breach of this PPA;
4. provided that an offer or schedule is submitted by Buyer, failure of such period is less than offer or schedule to clear, in whole or in part, in the MISO spot RTO market price as long as the failure of the schedule to clear, was not caused in any material part by Seller’s breach of this PPA;
5. failure of Buyer to maintain its status, or otherwise perform obligations, as Market Participant in the RTO or as Eligible Customer under the Transmission Tariff, as applicable; and
6. Xxxxx’s failure to obtain and maintain, for energy delivered at all Renewable Energy generated by the MISO LMP node nearest Facility, firm transmission service from and beyond the Point of Delivery for if the curtailment would not have occurred if Buyer had such periodfirm transmission service in place at the time in question.
(D) In addition, and (B) the 5as used in this PPA, “Non-minute forecast submitted to MISO by Company for Renewable Energy from the Facility is greater than the Potential Energy for such period; or
8. any curtailment by Seller to install, maintain or repair any of its equipment or facilities (including equipment or facilities subject to the Shared Facilities Agreement) or in connection with a condition likely to result in significant damage to Seller’s equipment or if Seller otherwise deems such curtailment necessary to protect life or property.Compensable Curtailment” means:
Appears in 1 contract
Samples: Wind Energy Purchase Agreement
