shaping our future with clean energy - ppas: a toolkit for local … · 2015. 4. 24. · 07/31/13 -...
TRANSCRIPT
PPAs: A Toolkit for Local Governments
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§ Take your local climate, energy, and sustainability initiatives to the next level
§ Tap the power of ICLEI and
our network of over 450 U.S. Cities, towns, and counties, and over 1,100 local governments worldwide
ICLEI U.S.A.
www.icleiusa.org
SunShot Solar Outreach Partnership
The SunShot Solar Outreach Partnership (SolarOPs) is a U.S. Department of Energy (DOE) program designed to increase the use and integration of solar energy in communities across the US.
§ Increase installed capacity of solar electricity in U.S. communities
§ Streamline and standardize permitting and interconnection processes
§ Improve planning and zoning codes/regulations for solar electric technologies
§ Increase access to solar financing options
About the SunShot Solar Outreach Partnership
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Technical Resources
One to One Assistance
Strategy Session
Regional Workshops
Complimentary Services
Email [email protected] to request a 20 minute consultation
SolarOPs’ Resources
Technical Resources
• Case Studies
• Fact Sheets
• How-to Guides
• Technical Report
• Toolkits
www.solaroutreach.org
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Technical Resources
One to One Assistance
Strategy Session
Regional Workshops
Quickly get up to speed on key solar policy issues:
• Solar 101
• Planning for Solar
• Implementing an Ordinance
• Streamlining Solar Permits
• Growing your Market
Complimentary Services
Email [email protected] to request a 20 minute consultation
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Technical Resources
One to One Assistance
Strategy Session
Regional Workshops
Develop an implementation strategy for smart solar policy
Complimentary Services
Email [email protected] to request a 20 minute consultation
SolarOPs Technical Assistance
www.solaroutreach.org
• ‘Ask an Expert’ Web Portal
• Peer Exchange Facilitation
• In-Depth Consultations
• Customized Trainings
Technical Assistance
Archived Sessions: 07/31/13 - Solar Powering Your Community Association: Updating Design Guidelines for Solar 08/14/13 – Commercial PACE: Program Development and Implementation 09/18/13 – Maximum Solar at the Heart of Urban Forests 11/26/13 – Solarize North Carolina 03/12/14 – Utility Community Solar 04/16/14 – Job and Economic Impact of Solar 05 – 08/14 – Solar Permitting & Inspection Webinar Series 09/17/14 – Solar For All: Minimum Costs to Local Governments and Maximum Solar for Their
Community 11/05/14 – Getting to A Win-Win: Distributed Solar and Utility Cost Recovery 03/04/15 – Solar Outreach Partnership’s Complimentary Solar Resources & Technical Assistance
for Local Governments
Archived Webinars
Solaroutreach.org
For 33 years, the Interstate Renewable Energy Council, Inc. (IREC) has been known for connecting people, ideas and technology to produce measurable results in the clean energy space. IREC’s programs and policies lead to: § easier, more affordable connection to the utility grid; § fair credit for renewable energy produced; § best practices for states, municipalities, utilities, and industry;
and § quality assessment and credentialing for trainers of our
growing clean energy workforce.
About IREC
www.irecusa.org
Justin Barnes Policy Research Manager EQ Research Kathleen Kapla Of Counsel Keyes, Fox & Wiedman LLP
Our Speakers
§ Why are we here? § Background
– PPAs: What and where?
§ What is the PPA Toolkit? – RFP Guidance – Annotated and Model Contracts – Much and more…Access it HERE.
Webinar Agenda
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State Regulatory Issues
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www.dsireusa.org / March 2015
Apparently disallowed by state or otherwise restricted by legal barriers (Note: SC added to this list by author)
Status unclear or unknown
U.S. Territories
DC
IA: See notes
VA: Limited within a certain utility's service
territory
CO: With system size limitations
TX: With system size limitations
NV: With system size limitations
UT: Limited to certain sectors
AZ: Limited to certain sectors
RI: May be limited to certain sectors
Authorized by state or otherwise currently in use, at least in certain jurisdictions
Guam USVIPR NMI
Jurisdictions Surveyed
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www.dsireusa.org / March 2015
Apparently disallowed by state or otherwise restricted by legal barriers (Note: SC added to this list by author)
Status unclear or unknown
U.S. Territories
DC
IA: See notes
VA: Limited within a certain utility's service
territory
TX: With system size limitations
NV: With system size limitations
UT: Limited to certain sectors
RI: May be limited to certain sectors
Authorized by state or otherwise currently in use, at least in certain jurisdictions
Guam USVIPR NMI
AZ: Limited to certain sectors
CO: With system size limitations
How to Navigate the Toolkit
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• General topic oriented guidance • Cross-‐references • Brief case studies • Addi7onal exis7ng resources
RFPs
• PPA & site rights (lease, easement, license) • Annota7ons as comments • Cross referenced discussions • In-‐text document links
Annotated Contracts
• PDF versions within the Toolkit • Clean Word versions on the website Templates
What it Looks Like
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RFPs: General Guidelines
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Defining project goals
RFP as a roadmap Must haves and must avoids
Planning and Design
Consultant or issuer’s agent Preliminary site assessments Evalua7on criteria and metrics Ensuring comparability
Key components
Provider qualifica7ons & financial strength Technical specifica7ons & design Provider responsibili7es
RFP Design Variations
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Evalua7on Process
Bidding Op7ons
Model PPA?
Value-‐Added Services
Future Projects
PPA Only?
Pricing
Sites
Single Phase
Mul7-‐Phase
Template
Provider’s
Must Haves Contractual
Bid Op7ons
Type
Add-‐ons
Issues
Limited RFP
License/Easement/
Lease
Legal rights & access
Protec7on of investment
Alloca7on of party interest & obliga7ons
Site Control Basics
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Investors Need Certainty § Duration
– Coterminous with the PPA
§ Lender Rights – Cure defaults, step in to operations
§ Assignability § UCC Fixture Filing
– Secures interest in the personal property (i.e., the system)
Site Control: Critical Elements
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Site Control: Characteristics
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Characteristic License Easement Lease
Type of Right A use right , rather than an interest in real property.
A non-‐possessory interest in land, which gives the grantee the right to use the land of another for a speci9 ic purpose.
A possessory interest in real property, typical ly al lowing the lessee to exclude others.
Term Typical ly ful ly revocable at wil l of granting party.
Not typical ly revocable at wil l , but may be subject to a term and to abandonment under statute or contract . In solar context , term is usually coterminous with the PPA.
Subject to statute or local law l imitations, but otherwise at wil l of parties . Term is usually coterminous with the PPA.
Writing Requirements
None. May be oral . Not subject to statute of frauds, which requires interests in real property greater than one year in duration to be in writ ing.
Must be in writ ing, s igned by both parties , and evidence of easement should be recorded to provide notice to third parties .
Must be in writ ing i f greater than one year in duration. Written evidence of lease should be recorded to provide notice to third parties and create priority .
Site Control: Characteristics cont’d
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Characteristic License Easement Lease
Financeable
Too uncertain to be 9 inanceable in some situations, but with additional protections built into the PPA, a l icense may be acceptable to lenders.
Typical ly , yes. Yes.
Insurable Not typical ly insurable under t it le insurance policy.
Typical ly , yes. Yes.
Assignable
Traditional l icenses are personal , and thus not assignable; however, the parties may agree to draft their contract otherwise.
Terms of easement agreement wil l control . Easements for rights to construct and operate system should be drafted as commercial easements in gross, to ensure right to assign and maintain in effect for term.
Terms of lease wil l control . Typical ly assignable by lessee unless otherwise stated.
Municipal Law Limitations
Usually none. May be subject to term/duration l imits .
May be subject to public bid/auction requirements or other l imitations. Consult counsel .
System Owner Responsibilities § Own § Operate § Maintain § Repair
Purchaser Responsibilities § Buy all power produced § Minimize interference
PPAs: The Basics
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The Rest?? Subject to Nego7a7on
PPA Variations: Site Differences
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• Pricing varia7ons? • Opera7onal deadlines Mul7-‐Site
• Access and liability issues Carport/Canopy
• Numerous unique site issues Landfills/Ponds
PPA Variations: Terms
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Non-‐Appropria7on
Force Majeure
Change in Law
System Reloca7on
SRECs
Termina7on/Buy-‐out
Limita7ons
Force Majeure?
Defini7ons
Op7ons?
Regula7on
Costs
Net Metering
Assignment
Termina7on
Costs?
Ownership
Pricing
Removal
Default
Con7nua7on
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Policy Research Manager: EQ Research LLC
[email protected] April 23. 2015
Justin Barnes Of Counsel:
Keyes, Fox & Wiedman LLP [email protected]
April 23. 2015
Kathleen Kapla
Questions?
Toolkit Homepage: http://www.irecusa.org/solar-power-purchase-agreements-a-toolkit-for-local-governments/