Common use of Facility Operations and Maintenance; Access Clause in Contracts

Facility Operations and Maintenance; Access. During the Term, the Facility shall be operated and maintained by Seller or its designee in accordance with Prudent Operating Practices, Applicable Law, this BESSA, and the Interconnection Agreement. The cost of such operation and maintenance is included in the Contract Price and PSE shall have no responsibility for any such costs under any circumstances whatsoever. Seller shall obtain all certifications, permits, licenses, insurance and approvals necessary to construct, interconnect, and operate and maintain the Facility and to perform its obligations hereunder. Seller shall use Prudent Operating Practices to maximize the output of the Facility. Seller will also maintain maintenance records, which PSE may review upon reasonable request. Although PSE may review the records and the Facility, PSE has no responsibility, actual or implied, for Facility operation or maintenance under this BESSA or otherwise. As soon as reasonably practicable, and in any event no later than ninety (90) Days prior to the expected Commercial Operation Date, Seller shall develop proposed written operating procedures for the Facility and submit such proposed procedures to PSE for PSE’s review and approval (as approved by PSE, the “Operating Procedures”). PSE shall have forty-five (45) Days from the date it receives the proposed Operating Procedures to review and provide comments to Seller. Seller shall incorporate all of PSE’s reasonable comments into the final Operating Procedures, which shall be subject to approval by PSE. The final Operating Procedures may be amended from time to time by using the foregoing procedures. The Parties agree that the Operating Procedures will cover the protocol under which the Parties will perform their respective obligations under this BESSA and will include procedures concerning the following: (i) the method of day-to-day communications and reporting; (ii) key personnel lists for Seller and PSE; (iii) reasonable coordination regarding the timing of scheduled maintenance and planned outages; (iv) reporting of scheduled maintenance, planned outages and forced outages of the Facility, (v) reporting of curtailment periods; and (vi) ongoing reporting of projected capacity reductions due to planned outages, forced outages and any other curtailments reasonably foreseeable by Seller. Subject to the requirements of Annex 1 (XXXX Capabilities and Operations), Seller shall notify PSE with as much advance notice as practicable of any proposed or necessary maintenance outages, including Planned Outages and the Parties shall work to plan such outage to mutually accommodate, as practicable, the reasonable requirements of Seller and service obligations of PSE. PSE and its representatives will have the right of ingress to and egress from the Facility during normal business hours upon reasonable advance notice to Seller and for any purposes reasonably connected with this BESSA, including for the purpose of inspecting the Facility, the Site, and/or Seller’s construction, operation and/or maintenance of the Facility; provided that any such visit to the Site shall not unduly interfere with the construction, operation and/or maintenance of the Facility and Seller or Seller’s representative(s) will have the right to accompany PSE. Notwithstanding the foregoing, nothing in this Agreement will limit PSE’s ability to ingress or and egress from the Facility at any time and unaccompanied in connection with the discharge of its rights, duties, and responsibilities as a regulated public utility.

Facility Operations and Maintenance; Access. 7.4.1 During the Term, the Facility shall be operated and maintained by Seller or its designee in accordance with Prudent Operating Practices, Applicable Law, this BESSAPPA, and the Interconnection Agreement. The cost of such operation and maintenance is included in the Contract Price and PSE shall have no responsibility for any such costs under any circumstances whatsoever. Seller shall obtain all certifications, permits, licenses, insurance and approvals necessary to construct, interconnect, and operate and maintain the Facility and to perform its obligations hereunder. Seller shall use Prudent Operating Practices to maximize the output of the Facility. Seller will also maintain maintenance records, which PSE may review upon reasonable request. Although PSE may review the records and the Facility, PSE has no responsibility, actual or implied, for Facility operation or maintenance under this BESSA PPA or otherwise. . 7.4.2 As soon as reasonably practicable, and in any event no later than ninety (90) Days prior to the expected Commercial Operation Date, Seller shall develop proposed written operating procedures for the Facility and submit such proposed procedures to PSE for PSE’s review and approval (as approved by PSE, the “Operating Procedures”). PSE shall have forty-five (45) Days from the date it receives the proposed Operating Procedures to review and provide comments to Seller. Seller shall incorporate all of PSE’s reasonable comments into the final Operating Procedures, which shall be subject to approval by PSE. The final Operating Procedures may be amended from time to time by using the foregoing procedures. The Parties agree that the Operating Procedures will cover the protocol under which the Parties will perform their respective obligations under this BESSA PPA and will include include, but will not be limited to, procedures concerning the following: (i) the method of day-to-day communications and reporting; (ii) key personnel lists for Seller and PSE; (iii) reasonable coordination regarding the timing of scheduled maintenance and planned outages; (iv) reporting of scheduled maintenance, planned outages and forced outages of the Facility, (v) reporting of curtailment periods; and (vi) ongoing reporting of projected capacity reductions due to planned outages, forced outages and any other curtailments reasonably foreseeable by Seller. Subject . 7.4.3 Seller may remove equipment from service availability for a planned inspection, maintenance, and/or general overhaul of one more pieces of equipment or equipment groups that is scheduled in advanced (“Planned Outage”), provided that any Planned Outage may not occur in June, July, August, December, January, or February except to the requirements extent necessary in accordance with Prudent Operating Practices. No later than thirty (30) days prior to each Annual Period, Seller will provide to PSE an annual schedule of Annex 1 Planned Outages, such schedule to be reasonably coordinated with PSE, provided that such schedule may be revised during the Annual Period if required by Prudent Operating Practices (XXXX Capabilities and Operations)but subject to the month restrictions for Planned Outages set forth in the precedent sentence. For all other maintenance outages, Seller shall notify PSE with as much advance notice as practicable of any proposed or necessary maintenance outages, including Planned Outages and the Parties shall work to plan such outage to mutually accommodate, as practicable, will take into account the reasonable requirements of Seller and service obligations of PSE. . 7.4.4 PSE and its representatives will have the right of ingress to and egress from the Facility during normal business hours upon reasonable advance notice to Seller and for any purposes reasonably connected with this BESSAPPA, including for the purpose of inspecting the Facility, the Site, and/or Seller’s construction, operation and/or maintenance of the Facility; provided that any such visit to the Site shall not unduly interfere with the construction, operation and/or maintenance of the Facility and Seller or Seller’s representative(s) will have the right to accompany PSE. Notwithstanding the foregoing, nothing in this Agreement will limit PSE’s ability to ingress or and egress from the Facility at any time and unaccompanied in connection with the discharge of its rights, duties, and responsibilities as a regulated public utility.

Facility Operations and Maintenance; Access. During the Term, the Facility shall be operated and maintained by Seller or its designee in accordance with Prudent Operating Practices, Applicable Law, this BESSAPPA, and the Interconnection Agreement. The cost of such operation and maintenance is included in the Contract Price and PSE shall have no responsibility for any such costs under any circumstances whatsoever. Seller shall obtain all certifications, permits, licenses, insurance and approvals necessary to construct, interconnect, and operate and maintain the Facility and to perform its obligations hereunder. Seller shall use Prudent Operating Practices to maximize the output of the Facility. Seller will also maintain maintenance records, which PSE may review upon reasonable request. Although PSE may review the records and the Facility, PSE has no responsibility, actual or implied, for Facility operation or maintenance under this BESSA PPA or otherwise. As soon as reasonably practicable, and in any event no later than ninety (90) Days prior to the expected Commercial Operation Date, Seller shall develop proposed written operating procedures for the Facility and submit such proposed procedures to PSE for PSE’s review and approval (as approved by PSE, the “Operating Procedures”). PSE shall have forty-five (45) Days from the date it receives the proposed Operating Procedures to review and provide comments to Seller. Seller shall incorporate all of PSE’s reasonable comments into the final Operating Procedures, which shall be subject to approval by PSE. The final Operating Procedures may be amended from time to time by using the foregoing procedures. The Parties agree that the Operating Procedures will cover the protocol under which the Parties will perform their respective obligations under this BESSA PPA and will include include, but will not be limited to, procedures concerning the following: (i) the method of day-to-day communications and reporting; (ii) key personnel lists for Seller and PSE; (iii) reasonable coordination regarding the timing of scheduled maintenance and planned outages; (iv) reporting of scheduled maintenance, planned outages and forced outages of the Facility, (v) reporting of curtailment periods; and (vi) ongoing reporting of projected capacity reductions due to planned outages, forced outages and any other curtailments reasonably foreseeable by Seller. Subject Seller may remove equipment from service availability for a planned inspection, maintenance, and/or general overhaul of one more pieces of equipment or equipment groups that is scheduled in advanced (“Planned Outage”), provided that any Planned Outage may not occur in June, July, August, December, January, or February except to the requirements extent necessary in accordance with Prudent Operating Practices. No later than thirty (30) days prior to each Annual Period, Seller will provide to PSE an annual schedule of Annex 1 Planned Outages, such schedule to be reasonably coordinated with PSE, provided that such schedule may be revised during the Annual Period if required by Prudent Operating Practices (XXXX Capabilities and Operations)but subject to the month restrictions for Planned Outages set forth in the precedent sentence. For all other maintenance outages, Seller shall notify PSE with as much advance notice as practicable of any proposed or necessary maintenance outages, including Planned Outages and the Parties shall work to plan such outage to mutually accommodate, as practicable, will take into account the reasonable requirements of Seller and service obligations of PSE. PSE and its representatives will have the right of ingress to and egress from the Facility during normal business hours upon reasonable advance notice to Seller and for any purposes reasonably connected with this BESSAPPA, including for the purpose of inspecting the Facility, the Site, and/or Seller’s construction, operation and/or maintenance of the Facility; provided that any such visit to the Site shall not unduly interfere with the construction, operation and/or maintenance of the Facility and Seller or Seller’s representative(s) will have the right to accompany PSE. Notwithstanding the foregoing, nothing in this Agreement will limit PSE’s ability to ingress or and egress from the Facility at any time and unaccompanied in connection with the discharge of its rights, duties, and responsibilities as a regulated public utility.

Facility Operations and Maintenance; Access. 7.4.1 During the Term, the Facility shall be operated and maintained by Seller or its designee in accordance with Prudent Operating Practices, Applicable Law, this BESSA, and the Interconnection Agreement. The cost of such operation and maintenance is included in the Contract Price and PSE shall have no responsibility for any such costs under any circumstances whatsoever. Seller shall obtain all certifications, permits, licenses, insurance and approvals necessary to construct, interconnect, and operate and maintain the Facility and to perform its obligations hereunder. Seller shall use Prudent Operating Practices to maximize the output of the Facility. Seller will also maintain maintenance records, which PSE may review upon reasonable request. Although PSE may review the records and the Facility, PSE has no responsibility, actual or implied, for Facility operation or maintenance under this BESSA or otherwise. . 7.4.2 As soon as reasonably practicable, and in any event no later than ninety (90) Days prior to the expected Commercial Operation Date, Seller shall develop proposed written operating procedures for the Facility and submit such proposed procedures to PSE for PSE’s review and approval (as approved by PSE, the “Operating Procedures”). PSE shall have forty-five (45) Days from the date it receives the proposed Operating Procedures to review and provide comments to Seller. Seller shall incorporate all of PSE’s reasonable comments into the final Operating Procedures, which shall be subject to approval by PSE. The final Operating Procedures may be amended from time to time by using the foregoing procedures. The Parties agree that the Operating Procedures will cover the protocol under which the Parties will perform their respective obligations under this BESSA and will include procedures concerning the following: (i) the method of day-to-day communications and reporting; (ii) key personnel lists for Seller and PSE; (iii) reasonable coordination regarding the timing of scheduled maintenance and planned outages; (iv) reporting of scheduled maintenance, planned outages and forced outages of the Facility, (v) reporting of curtailment periods; and (vi) ongoing reporting of projected capacity reductions due to planned outages, forced outages and any other curtailments reasonably foreseeable by Seller. . 7.4.3 Subject to the requirements of Annex 1 (XXXX Capabilities and Operations), Seller shall notify PSE with as much advance notice as practicable of any proposed or necessary maintenance outages, including Planned Outages and the Parties shall work to plan such outage to mutually accommodate, as practicable, the reasonable requirements of Seller and service obligations of PSE. . 7.4.4 PSE and its representatives will have the right of ingress to and egress from the Facility during normal business hours upon reasonable advance notice to Seller and for any purposes reasonably connected with this BESSA, including for the purpose of inspecting the Facility, the Site, and/or Seller’s construction, operation and/or maintenance of the Facility; provided that any such visit to the Site shall not unduly interfere with the construction, operation and/or maintenance of the Facility and Seller or Seller’s representative(s) will have the right to accompany PSE. Notwithstanding the foregoing, nothing in this Agreement will limit PSE’s ability to ingress or and egress from the Facility at any time and unaccompanied in connection with the discharge of its rights, duties, and responsibilities as a regulated public utility.