Common use of FACILITY TESTS Clause in Contracts

FACILITY TESTS. Prior to achieving Commercial Operations and in each Measurement Period, unless waived by Company, Seller shall demonstrate that the Facility satisfies the following: Maintains output provided by the Company through a control setpoint, as measured at the Point of Interconnection, and is able to continuously dispatch the full Contract Capacity (the “Capacity Test”) Demonstrates the charging/discharging requisite to satisfy the performance standard set forth in Section 3(w) (Round Trip Efficiency) of Attachment B (Facility Owned by Seller) (the “RTE Test”) The RTE Test requires measurement of “Charging Energy” at the Point of Interconnection (MWh from the grid) from Facility 0% State of Charge to bring the Facility to a 100% State of Charge, followed by measurement of the MWh delivered to the grid to bring the Facility to a 0% State of Charge. The RTE Test will be conducted concurrently with the Capacity Test. The Capacity Test can only be performed when the Facility is at the lower of: (i) its maximum State of Charge or (ii) 100% State of Charge prior to the start of the Capacity Test and during the Capacity Test the Company Dispatch/Charge allows for continuous dispatch of the Facility to 0% State of Charge with energy delivered to the Point of Interconnection. For the purposes of evaluating the Capacity Test, the “Capacity Ratio” shall be equal to the number, expressed as a percentage, equal to the total MWh delivered to the Point of Interconnection during the Capacity Test, divided by the Contract Capacity. Further, the Capacity Test will be deemed to be “passed” or “satisfied” to the extent the Capacity Ratio is not less than 100% (the “Capacity Performance Metric”). For the purposes of evaluating the RTE Test, the RTE Ratio shall be equal to the number, expressed as a percentage, equal to the total MWh delivered to the Point of Interconnection during the Capacity Test, divided by the “Charging Energy” measured at the Point of Interconnection. For purposes of the RTE Test, the charging cycle shall begin when the Facility is at a 0% State of Charge prior to the commencement of the Capacity Test and the Charging Energy is the amount of energy imported from the grid, as measured at the Point of Interconnection, that brings the Facility to a 100% State of Charge. The formula is RTE Ratio = MWh discharge ÷ MWh charge. The RTE Test will be deemed to have been “passed” or “satisfied” to the extent the RTE Ratio is not less than the performance standard (the “RTE Performance Metric”) set forth in Section 3(w) (Round Trip Efficiency) of Attachment B (Facility Owned by Seller). Except for the Capacity Test conducted prior to Commercial Operations, Seller shall, in lieu of conducting a Capacity Test, be permitted to demonstrate satisfaction of the Capacity Performance Metric by reference to the operational data reflecting the net output of the Facility from the Point of Interconnection for such Measurement Period. Except for the RTE Test conducted prior to Commercial Operations, Seller shall, in lieu of conducting a RTE Test, be permitted to demonstrate satisfaction of the RTE Performance Metric by reference to the operational data reflecting the charging/discharging of the Facility from the Point of Interconnection during such Measurement Period. Any Capacity Test or RTE Test (each a “Facility Test” and collectively, the “Facility Tests”), other than where the Capacity Performance Metric or RTE Performance Metric, as applicable, is demonstrated by reference to operational data as provided below, shall be performed at a time reasonably requested by the Company in its sole discretion. Within a Measurement Period, Seller shall be permitted up to a total of three (3) Facility Tests to demonstrate satisfaction of the Capacity Performance Metric and the RTE Performance Metric for such Measurement Period, unless additional such tests are authorized by Company. Company shall provide notice to Seller no less than three (3) Business Days prior to conducting a Facility Test. At any time prior to conducting the third (3rd) Capacity Test noticed by Company for a Measurement Period, Seller may demonstrate satisfaction of the Capacity Performance Metric by reference to operational data reflecting the net output of the Facility from the Point of Interconnection for such Measurement Period. If, during a Measurement Period, Seller both fails to pass a Capacity Test noticed by Company and fails to demonstrate satisfaction of the Capacity Performance Metric by reference to operational data for such Measurement Period, the Facility shall nevertheless be deemed to have satisfied the Capacity Performance Metric for the applicable Measurement Period if either (i) Company failed to notice at least three (3) Capacity Tests during such Measurement Period, or (ii) Seller was unable to perform at least two (2) such noticed Capacity Tests during such Measurement Period due to (a) conditions on the Company System other than Seller-Attributable Unavailability or (b) an act or omission by Company. At any time prior to conducting the third RTE Test noticed by Company for a Measurement Period, Seller may demonstrate satisfaction of the RTE Performance Metric by reference to operational data reflecting charging/discharging of the Facility from the Point of Interconnection during such Measurement Period. If, during a Measurement Period, Seller both fails to pass a RTE Test noticed by Company and fails to demonstrate satisfaction of the RTE Performance Metric by reference to operational data for such Measurement Period, the Facility shall nevertheless be deemed to have satisfied the RTE Performance Metric for the applicable Measurement Period if either (i) Company failed to notice at least three RTE Tests during such Measurement Period, or (ii) Seller was unable to perform at least two (2) such noticed RTE Tests during such Measurement Period due to (a) conditions on the Company System other than Seller-Attributable Unavailability or (b) an act or omission by Company. Company shall have the right to attend, observe and receive the results of all Facility Tests. Seller shall provide to Company the results of each Facility Test (including time stamped graphs of system performance based in operational data or test data) no later than ten (10) Business Days after the performance of such Facility Test. ATTACHMENT U

FACILITY TESTS. Prior to achieving Commercial Operations and in each Measurement Period, unless waived by Company, Seller shall demonstrate that the Facility satisfies the following: Maintains output provided by the Company through a control setpoint, as measured at the Point of Interconnection, and is able to continuously dispatch the full Contract Capacity (the “Capacity Test”) Demonstrates the charging/discharging requisite to satisfy the performance standard set forth in Section 3(w3(o) (Round Trip Efficiency) of Attachment B (Facility Owned by Seller) (the “RTE Test”) The RTE Test requires measurement of “Charging Energy” at the Point of Interconnection (MWh from the grid) from Facility 0% State of Charge to bring the Facility to a 100% State of Charge, followed by measurement of the MWh delivered to the grid to bring the Facility to a 0% State of Charge. The RTE Test will be conducted concurrently with the Capacity Test. The Capacity Test can only be performed when the Facility is at the lower of: (i) its maximum State of Charge or (ii) 100% State of Charge prior to the start of the Capacity Test and during the Capacity Test the Company Dispatch/Charge allows for continuous dispatch of the Facility to 0% State of Charge with energy delivered to the Point of Interconnection. For the purposes of evaluating the Capacity Test, the “Capacity Ratio” shall be equal to the number, expressed as a percentage, equal to the total MWh delivered to the Point of Interconnection during the Capacity Test, divided by the Contract Capacity. Further, the Capacity Test will be deemed to be “passed” or “satisfied” to the extent the Capacity Ratio is not less than 100% (the “Capacity Performance Metric”). For the purposes of evaluating the RTE Test, the RTE Ratio shall be equal to the number, expressed as a percentage, equal to the total MWh delivered to the Point of Interconnection during the Capacity Test, divided by the “Charging Energy” measured at the Point of Interconnection. For purposes of the RTE Test, the charging cycle shall begin when the Facility is at a 0% State of Charge prior to the commencement of the Capacity Test and the Charging Energy is the amount of energy imported from the grid, as measured at the Point of Interconnection, that brings the Facility to a 100% State of Charge. The formula is RTE Ratio = MWh discharge ÷ MWh charge. The RTE Test will be deemed to have been “passed” or “satisfied” to the extent the RTE Ratio is not less than the performance standard (the “RTE Performance Metric”) set forth in Section 3(w3(o) (Round Trip Efficiency) of Attachment B (Facility Owned by Seller). Except for the Capacity Test conducted prior to Commercial Operations, Seller shall, in lieu of conducting a Capacity Test, be permitted to demonstrate satisfaction of the Capacity Performance Metric by reference to the operational data reflecting the net output of the Facility from the Point of Interconnection for such Measurement Period. Except for the RTE Test conducted prior to Commercial Operations, Seller shall, in lieu of conducting a RTE Test, be permitted to demonstrate satisfaction of the RTE Performance Metric by reference to the operational data reflecting the charging/discharging of the Facility from the Point of Interconnection during such Measurement Period. Any Capacity Test or RTE Test (each a “Facility Test” and collectively, the “Facility Tests”), other than where the Capacity Performance Metric or RTE Performance Metric, as applicable, is demonstrated by reference to operational data as provided below, shall be performed at a time reasonably requested by the Company in its sole discretion. Within a Measurement Period, Seller shall be permitted up to a total of three (3) Facility Tests to demonstrate satisfaction of the Capacity Performance Metric and the RTE Performance Metric for such Measurement Period, unless additional such tests are authorized by Company. Company shall provide notice to Seller no less than three (3) Business Days prior to conducting a Facility Test. At any time prior to conducting the third (3rd) Capacity Test noticed by Company for a Measurement Period, Seller may demonstrate satisfaction of the Capacity Performance Metric by reference to operational data reflecting the net output of the Facility from the Point of Interconnection for such Measurement Period. If, during a Measurement Period, Seller both fails to pass a Capacity Test noticed by Company and fails to demonstrate satisfaction of the Capacity Performance Metric by reference to operational data for such Measurement Period, the Facility shall nevertheless be deemed to have satisfied the Capacity Performance Metric for the applicable Measurement Period if either (i) Company failed to notice at least three (3) Capacity Tests during such Measurement Period, or (ii) Seller was unable to perform at least two (2) such noticed Capacity Tests during such Measurement Period due to (a) conditions on the Company System other than Seller-Attributable Unavailability or (b) an act or omission by Company. At any time prior to conducting the third RTE Test noticed by Company for a Measurement Period, Seller may demonstrate satisfaction of the RTE Performance Metric by reference to operational data reflecting charging/discharging of the Facility from the Point of Interconnection during such Measurement Period. If, during a Measurement Period, Seller both fails to pass a RTE Test noticed by Company and fails to demonstrate satisfaction of the RTE Performance Metric by reference to operational data for such Measurement Period, the Facility shall nevertheless be deemed to have satisfied the RTE Performance Metric for the applicable Measurement Period if either (i) Company failed to notice at least three RTE Tests during such Measurement Period, or (ii) Seller was unable to perform at least two (2) such noticed RTE Tests during such Measurement Period due to (a) conditions on the Company System other than Seller-Attributable Unavailability or (b) an act or omission by Company. Company shall have the right to attend, observe and receive the results of all Facility Tests. Seller shall provide to Company the results of each Facility Test (including time stamped graphs of system performance based in operational data or test data) no later than ten (10) Business Days after the performance of such Facility Test. ATTACHMENT U