Minnesota Community Solar Garden Program Community Solar Gardens In 2013 the Minnesota legislature passed the Solar Jobs Act with a new community‐based program that allows homeowners, municipalities, and Companies to join and purchase their electricity from a centrally located solar farm in their neighborhood, called a “Solar Garden”. As electricity is produced by the Solar Garden, subscribers earn Xcel electricity bill credits based on the electricity production each month. In exchange for these Xcel electricity bill credits, subscribers will be billed by the Solar Garden for their share of the electricity production each month. The total cost you pay the Solar Garden for electricity is lower than the total savings from the Xcel electricity bill credits, providing the subscriber significant electricity savings each month by entering into a Solar Garden Power Purchase Agreement “PPA” with WGL Energy. More information can be found at: www.xcelenergy.com/Energy_Solutions/Residential_Soluti ons/Renewable_Energy_Solutions/SolarRewards_Commun ity‐MN Solar Project Benefits Our subscribers receive significant benefit from participating in a Solar Garden. We have outlined many of these benefits below. Reduction of electricity costs • More than 10% savings on electricity costs Predictable energy rates • Fixed electricity prices over the 25 years Positive environmental impact • Reduction of greenhouse gas emissions Positive community impact • Construction is completed with a local workforce, providing jobs and positive local economic impacts Better than building your own solar farm • No initial or ongoing capital expenditure • System Owner responsible for system maintenance • Solar Garden is hosted on third‐party land The chart below represents the electricity savings that a subscriber can expect to receive over the life of the PPA. Note: Estimated based on 3MW Solar Garden and a 3.0% grid escalator. Community Solar Garden Team WGL Energy, New Energy and Innovative Power have joined together to successfully complete a Solar Garden in your community. The combined companies have completed over 800 solar installations throughout the State of Minnesota and over 1,000 installations, totaling over 130 MW of solar capacity nationally. WGL Energy Overview WGL Energy is an entity that delivers a full ecosystem of energy offerings including natural gas, electricity, green power, carbon reduction, distributed generation and energy efficiency provided by WGL Energy Services, Inc. (formerly Washington Gas Energy Services, Inc.).
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New Minnesota Community Solar Garden Program · 2016. 7. 27. · Minnesota Community Solar Garden Program Community Solar Gardens In 2013 the Minnesota legislature passed the Solar
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705 Melvin Avenue | Suite 100 |Annapolis, MD 21401 Main number: 443-267-5012 www.newenergyequity.com
March 18, 2015
Columbia Heights Public Schools 1440 49th Ave NE Columbia Heights, MN 55421 Re: Columbia Heights Public Schools Community Solar Garden Subscription
Dear Columbia Heights Public Schools: This Letter of Intent (“LOI”) sets forth the preliminary terms and conditions of New Energy Equity, LLC’s (“NEE”) proposed installation of, and Columbia Heights Public Schools (“Host Customer”), purchase of a subscription to purchase solar array generated electricity, herein a “Subscription”, in one or more Community Solar Garden Projects located throughout the State of Minnesota herein the “Transaction”. For the purposes of this LOI, NEE and Host Customer may collectively be referred to as the “Parties” or individually referred to as a “Party”. 1. Transaction Description and Assumptions
NEE has made the following assumptions for the purpose of evaluating the viability of the
Transaction whereby NEE will pay for the installation and serve as the financier and long term owner
of the Transaction and Host Customer will purchase electricity in accordance with the terms
outlined below. The following is a list of information provided and/or assumptions made by NEE as
of the date of this LOI:
I. Total Subscription: 3,500,000 kWh per year
II. Power Purchase Agreement (PPA) Energy price: [$.1099 / kWh]
III. PPA Yearly Escalator: 0%
IV. PPA Term: 25 Years
The Host Customer has made the following assumptions for the purpose of evaluating the viability
of the Transaction whereby the Host Customer will purchase electricity from Community Solar
Garden Transaction under a Power Purchase Agreement as outlined in the terms below. The
following is a list of information provided and/or assumptions made as of the date of this LOI:
I. Total Subscription: 3,500,000 kWh per year
II. Power Purchase Agreement (PPA) Energy price: [$.1099 / kWh]
III. PPA Yearly Escalator: 0%
IV. PPA Term: 25 Years
V. Xcel Year 1 Community Solar Garden Credit: [$.1146]
705 Melvin Avenue | Suite 100 |Annapolis, MD 21401 Main number: 443-267-5012 www.newenergyequity.com
VI. Construction Completion: Within 12 months of signing of Power Purchase Agreement
(PPA) with Host Customer.
2. Transaction Diligence and Conditions
During the term of this LOI, NEE shall assess various additional diligence items as it relates to
construction viability and NEE’s requirements for the financing of the Transaction. Successful
completion of the Transaction will be dependent on the satisfactory review/completion of the
following items:
I. Due diligence and approval of the financial condition of Host Customer;
II. Successful negotiation and execution of Power Purchase Agreement with Host
Customer;
III. Successful application and award of a Community Solar Garden by Xcel Energy and/or
its’ affiliates;
IV. Final approval of the Transaction by NEE’s financing partners.
3. Exclusivity
NEE is aware that, prior to the date of this LOI, Host Customer may have had several discussions with one or more third parties concerning a possible transaction or transactions which may or may not be similar to the Transaction proposed by NEE. Notwithstanding the foregoing and upon execution of this LOI, Host Customer will not and will cause Host Customer’s members, officers, employees, and other agents not to at any time during the three hundred and sixty five (365) day period commencing upon execution of this LOI (the “Exclusivity Period”), directly or indirectly, (a) submit, solicit, initiate, encourage or discuss any proposals or offers from any person regarding the Transaction, or (b) enter into any agreement or commitment related to the Transaction, or (c) further participate in any negotiations regarding, or furnish to any other person any additional non-public information with respect to, or otherwise further cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person other than NEE to do or seek any of the foregoing. If NEE notifies Host Customer that NEE will proceed with the Transaction as a result of all diligence
items being satisfied, then the Parties shall execute the negotiated Power Purchase Agreement and
this LOI shall be terminated.
4. Choice of Law
The LOI and contemplated agreements would be governed by Minnesota law, without regard to
705 Melvin Avenue | Suite 100 |Annapolis, MD 21401 Main number: 443-267-5012 www.newenergyequity.com
5. Intellectual Property
Any intellectual property of whatever nature and in whatever form contained, which is owned by either Party before or during the term of this LOI, together with any and all enhancements and modifications thereof (and whether used or made available for any purpose in any way connected with the subject-matter of this LOI) shall be and remain the sole and absolute property of such Party and no other Party shall obtain any right, title or interest whatsoever to such intellectual property.
6. Fees and Expenses
The Parties will each be responsible for its own fees, costs and expenses (including, but not limited to legal, due diligence, financial advisors, commissions, advisory fees and accounting fees or expenses) incurred in connection with the contemplated Transaction.
7. Access to Information
From the date of this LOI through the termination of this LOI, the Parties shall cooperate to furnish
to each other such information as from time to time reasonably requested by any other Party for
the purpose of completing additional due diligence, preparing proposals and/or procuring the
execution and delivery of other agreements.
8. Publicity
The Parties shall advise and consult each other prior to the issuance of any public reports, statements
or releases pertaining to this LOI or its implementation, or any matters relating to the activities
contemplated by this LOI or its implementation.
9. Termination
The obligations of each Party to this LOI may be terminated as follows:
I. by mutual agreement between the Parties;
II. execution of a definitive PPA between the Parties;
10. Binding effect
Except for Sections 3, 4, 5, 6, 7, 8, 9, 11, 12 and this Section 10, this letter is not intended to be a
binding agreement between the Parties and is only intended to be an expression of mutual
understandings until definitive agreements are executed and delivered. Notwithstanding the
foregoing, Sections 3, 4, 5, 6, 7, 8, 9, 11, 12 and this Section 10 will bind and inure to the benefit of
the Parties and their respective successors and permitted assigns. The termination of this LOI or any
failure of the Parties to execute and deliver any or all the agreements contemplated by this LOI for
any reason whatsoever shall not give rise to any right whatsoever on the part of either Party to
claim for damages, whether under contract, tort, at law or in equity.