SECOND AMENDMENT CONTRACT 2013-P0004Sfp
Contents
1. DETERMINATION OF NET ELECTRICAL OUPUT NOT RECEIVED PAGE 2 delivered to PREPA for the same time periods If the Net Electrical Output calculated from the Output Curve is plus or minus 5 five percent of the actual Net Electrical Output delivered to PREPA no adjustments will be made to the Net Electrical Output calculated in Paragraph C If the calculations described in the preceding Paragraph D show a variance in Net Electrical Output of more than 5 five percent the Net Electrical Output calculated from the Output Curve for the Event Hours will be adjusted by multiplying it by a ratio Adjustment Ratio e The Adjustment Ratio will be calculated by taking the arithmetic average of the two ratios resulting of using the Net Electrical Output delivered to PREPA for the Comparable Hours as the numerator and the Net Electrical Output predicted by the Output Curve for the Comparable Hours as the denominator If any period during the Event Hours and thus the Comparable Hours are for a time period that is not exactly equal to the time period that the meters measure and record the information data for that shorter time period not measured will be calculated by prorating it over the time period recorded For example if the Event Hours is ten 10 minutes and pertinent data is recorded and kept for fifteen 15 minute intervals the data for the shorter time period will be calculated as the product of the data for the fifteen 15 minute i2. hours in the aggregate during any Year To the extent a disconnection or curtailment or combination thereof exceeds any of the time periods described in the preceding sentences as LN SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 6 8 5 8 6 8 7 applicable then notwithstanding anything in this Agreement to the contrary PREPA shall pay SELLER for each hour of the curtailed energy after the waiting period in accordance with Appendix F DETERMINATION OF NET ELECTRICAL OUTPUT NOT RECEIVED PREPA s liability pursuant to this Section 8 4 for any single disconnection or curtailment shall be offset by any insurance proceeds actually received by SELLER from any business interruption insurance policy that SELLER may obtain Each Party shall cooperate with the other in establishing Emergency plans including recovery from a local or widespread electrical blackout voltage reduction in order to effect load curtailment and other plans which may arise SELLER shall make technical information and data available to PREPA concerning start up times and black start capabilities If the Facility has a Scheduled Outage or a Non Scheduled Outage and such Scheduled Outage or Non Scheduled Outage occurs or would occur coincident with an Emergency PREPA may request that SELLER shall make reasonable efforts consistent with Prudent Utility Practices and with PREPA s approval to reschedule the Scheduled Outage or Non Sch
3. Data submitted in a preliminary or estimated form shall be updated within thirty 30 days after final equipment arrangements and specifications are established 1 Electrical one line diagram of the Facility 2 Explanation of proposed equipment protection and control scheme may be shown functionally on the one line diagram 3 Site plan showing plant layout property lines access roads and switchyard boundaries 4 Preliminary equipment layout and arrangement for switchyard and PV Facility step up transformers GSU 5 Reactive Power Capacity curve of PV Facility 6 Station auxiliary load 7 Station auxiliary transformer data impedance connection winding load loss and no load tap changer 8 PV Facility step up transformer impedance load loss no load taps changer connection and winding 9 PV Facility Short Circuit Ratio 10 PV Facility kilowatt rating 11 PV Facility kilovar rating 12 Equivalent PV Facility modeling for Short Circuit Studies 13 Seller s requirements for power supplied by PREPA during construction and start up 14 Project schedule l J or bar chart format including but not limited to the following milestones QF status obtained Engineering 30 complete One line diagram approved Financial Closing Date pi qe Appendix B Interconnection Page 2 Major licenses permits Major material procurement Start Construction Engineering 70 complete Utility technical submittals co
4. the laws of the United States of America The Parties herein agree that all Disputes arising hereunder shall be resolved pursuant to Section 22 12 of the PPOA SELLER and PREPA expressly agree that no amendment or change order which could be made to the PPOA and this Second Amendment during its term shall be understood as an amendment unless both parties agree to the contrary specifically and in writing The previous provision shall be equally applicable in such other cases where PREPA gives SELLER a time extension for the compliance of any of its obligations under the PPOA as amended or where PREPA dispenses the claim or demand of any of its credits or rights under the PPOA as amended Capitalized Terms Unless otherwise stated capitalized terms used in this Second Amendment which are not defined in this Amendment have the meaning given in the PPOA SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 13 IN WITNESS WHEREOF the Parties hereto have agreed to execute this Second Amendment in San Juan Puerto Rico on this 49th day of May 2014 Puerto Rico Electric Power Authority YFN Yabucoa Solar LLC Yew LAE J F Aticea Flores Leslie L Hufstetler Oquendo Executive Director Vice President of Operations Social Security 660 43 3747 Social Security 660 78 6379 Qs APPENDIX B INTERCONNECTION Seller shall provide the following information to PREPA within ninety 90 days following the Effective Date
5. commissioning the DSM equipment Items provided by SELLER in accordance with this Section 8 7 shall be subject to the approval of PREPA which approval shall not be LA unreasonably withheld or delayed f 8 8 Each Party shall keep complete and accurate records and other data required for the proper administration of this Agreement a All such records shall be maintained for a minimum of five 5 b years after the preparation of such records or data and for any additional length of time required by regulatory agencies with jurisdiction over the Parties provided however that neither Party shall dispose of or destroy any such records without thirty 30 Days prior notice to the other Party Within ten 10 Days after receipt of the notice of intention to destroy or dispose the other Party shall have the right to require the notifying Party in writing to retain and deliver to it such records at its sole cost and expense Any records so notified shall be delivered to the Party requesting their return in no more than ten 10 Days SELLER shall maintain an accurate and up to date operating log at the Facility with records of i real and reactive power for SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 8 each hour ii changes in operating status and Scheduled Outages and iii any unusual conditions found during inspections c Either Party shall have the right from time to time upon fourtee
6. in the new registers 3 5 The acquisition software shall include a user defined pre trigger interval option as well as a user defined post trigger interval for the information captured in the case of triggered events The minimum range of the pre trigger interval should be from 0 to 60 seconds and the minimum range for the post trigger interval should be 0 to 300 seconds In addition the date time and type of trigger that initiated the event shall be included as part of the disturbance record Page 3 of 5 E 3 6 The acquisition software shall have the following capabilities i ii iii iv V vi Time displays ex Oscilloscope Digital Status display ex High Low 1 0 Multiple displays and multiple signals in displays in real time and off line Display resizing Programmable conversion of range and units of signals Independent range for signals 3 7 The acquired data shall be available in a format directly compatible with Siemens Power Technologies International Siemens PTI PSS E plotting software 3 8 The software shall support data export in ASCII CSV and PSS E formats 3 9 The software shall support image export in JPG BMP or WMF formats 3 10 The software shall have the following analysis capabilities for the data and signals primary and calculated i ii iii iv Fast Fourier Transform FFT Peak analysis Filter functions Series and scalar mathematic square root inversion square
7. rates and recording periods Typical recording periods and recording rates are a RMS Trigger Recording Function Recording rate of 1sample per cycle on all the signals i Pre Trigger 60 seconds ii Post trigger 300 seconds b Instantaneous Values Trigger Recording Function recording rate of 250 samples per cycle on all instantaneous signals i Pre Trigger 1 second ii Post Trigger 2 seconds c Continuous Recording Function The recording rate is 1 sample per second on all the signals This recording function is continuous but saved in 24 hours period All the recording functions mentioned above shall work simultaneously The equipment shall maintain the date and time in an internal battery backed clock Communication The equipment shall have at least two Ethernet 10 100 1000 Mbps port LAN interface TCP IP Protocol for local and remote network communication Power Source The equipment shall have a redundant power supply Two separate inputs one AC and one DC 100 240 VAC 60 Hz and 100 150 DC Some applications could require DC supply of 48 VDC 10 verify before the equipment acquisition 2 6 Measurement accuracy 2 6 1 Voltage measurement error shall be less than 0 3 of reading 2 6 2 Current measurement error shall be less than 0 3 of reading Page 2 of 5 yu w 3 Software 3 1 The software platform of the equipment shall be compatible with the latest version of windows operating s
8. with MINIMUM TECHNICAL REQUIREMENTS FOR INTERCONNECTION OF PHOTOVOLTAIC PV FACILITIES Representations and Warranties of each Party a PREPA hereby represents and warrants to SELLER i the execution and delivery by PREPA of this Amendment and the Amendment itself have been duly authorized by PREPA s Governing Board and any other applicable PREPA governing body in accordance with applicable law and A do not and will not require any additional internal or external consent or approval B do not and will not violate any provision of Act No 83 of May 2 1941 as amended or its regulations or any material indenture contract or agreement to which it is a party or by which its properties may be bound and ii this Amendment is a legal valid and binding obligation of PREPA enforceable against PREPA in accordance with its terms except as may be limited by applicable bankruptcy insolvency or similar laws affecting the enforcement of rights generally b SELLER hereby represents and warrants to PREPA i the execution delivery and performance by SELLER of this Amendment have been duly authorized and do not and will not A require any additional internal consent or approval of SELLER or B violate any provision of SELLER s certificate of formation or operating agreement or any material indenture contract or agreement to which it is a party or by which it or its properties may be bound or any law ordinance rule regulation
9. EPA s Minimum Technical Requirements for Interconnection of Photovoltaic Facilities MTRs shall be performed by the contractor The data and PSS E model shall also be validated updated and officially certified according to PREPA requirements when final field adjustments and parameters measurements are completed during the on site field tests to be performed to the facility by the contractor The on site field tests shall be witnessed and coordinated with PREPA s personnel The Contractor shall be responsible to submit PSSE mathematical models of any kind of compensation devices ie SVC STATCOMs DSTATCOMs BESS etc used on the PV Facility It is preferred that the models are standard models provided with PSS E In the case that the Contractor submits user written models the PV Facility Contractor shall be required to keep these w Appendix B Interconnection Page 3 16 17 models current with the future versions of the PSS E program until such time that PSS E has implemented a standard model In its final form the mathematical model shall be able to simulate each of the required control and operational modes available for the compensation device and shall be compatible with the latest and future versions of PSSE Final adjustments and parameters settings related with the control system commissioning process shall be incorporated to the PSSE mathematical model and tested accordingly by the PV Facility Contractor and PREPA
10. TERCONNECTION PHOTOVOLTAIC PV FACILITIES in which case such disconnection or curtailment shall be on and subject to the protocols established in the Agreed Operating Procedures b SELLER fails to perform annual tests for compliance with the MINIMUM TECHNICAL REQUIREMENTS FOR INTERCONNECTION PHOTOVOLTAIC PV FACILITIES as required in Section 12 2 and such failure is not cured within 30 Days after written notice from PREPA and c SELLER fails to keep the Facility PSS E mathematical models current with the future versions of the PSS E program thirty 30 Days after a PSS E version upgrade is notified in writing by PREPA to SELLER provided however that i the notice includes all the necessary technical information to update the models and ii the upgrade of these models is feasible in that time period For the avoidance of doubt reduction in Net Electrical Output by curtailment or disconnection due to a above and disconection of Net Electrical Output due to b and c above may be of an extended or permanent nature Any disconnection or reduction in Net Electrical Output by curtailment shall end immediately after HORIZON cures such non compliance within the time period established in Section 17 1 of the PPOA The parties will determine in good faith not latter than July 19 2014 the annual tests to be performed by HORIZON to comply with item b above Following the Commercial Operation Date SELLER will provide to PREPA a non bi
11. Wh 0 1300 0 0200 0 1326 0 0200 0 1353 0 0200 6 01435 0 0200 8 0 1493 0 0200 9 01523 0 0200 0 1857 0 0200 0 1894 0 0200 0 1894 0 0200 23 0 1894 0 0200 24 0 1894 0 1894 The Energy Purchase Price for Agreement Years 2 to 20 shall be escalated in an amount equal to two percent 2 per Agreement Year The Green Credit Purchase Price for Agreement Years 1 to 25 shall be equal to 0 0200 kWh The Green Credit Purchase Price shall not be subject to escalation ue ye APPENDIX D TECHNICAL SPECIFICATION FOR DYNAMIC SYSTEM MONITOR DSM 1 Introduction The following specification defines the minimum requirements for an instrument used in the monitoring and register of dynamic disturbances on electric power systems and the supervision of generator performance according to Grid Codes 2 Hardware 2 1 Inputs 2 1 1 The equipment shall have at least 32 analog inputs with the capacity to increase them to a minimum of 96 inputs depending in the application required analog signals The minimum resolution for the A D converter shall be of 16 bit The sampling rate shall be programmable up to a minimum of 250 samples per cycle 15000 samples per second The analog inputs shall permit at least the following types of signals a PT voltage 150 V rms minimum Accuracy better or equal to 0 3 b CT currents 5 Arms minimum Accuracy better or equal to0 3 c DC voltage
12. as dnd ft ly upo 000 20 C een N e O1 4one 5474 66 SECOND AMENDMENT CONTRACT 2013 P0004 0 1 2321 23235 RENEWABLE POWER PURCHASE AND OPERATING AGREEMENT BETWEEN YFN YABUCOA SOLAR LLC AND PUERTO RICO ELECTRIC POWER AUTHORITY APPEAR AS FIRST PARTY Puerto Rico Electric Power Authority hereinafter referred to as PREPA a public corporation and government instrumentality of the Commonwealth of Puerto Rico created by Act 83 of May 2 1941 as amended represented in this act by its Executive Director engineer Juan Francisco Alicea Flores of legal age married and resident of Caguas Puerto Rico AS SECOND PARTY YFN YABUCOA SOLAR LLC hereinafter referred to as Seller with its principal office at 268 Ponce de Le n Ave Suite 1121 Hato Rey Center Hato Rey Puerto Rico represented by its Vice President of Operations mister Leslie L Hufstetler Oquendo of legal age single and resident of Humacao who is duly authorized to execute this Agreement on behalf of Seller as certified by Resolution adopted by its Manager dated May 16 2014 WITNESSETH In consideration of the mutual covenants hereinafter stated the parties agree themselves their personal representatives and successors as follows STATE WHEREAS The appearing parties executed on October 17 2012 a Power Purchase and Operating Agreement PPOA as amended for the development of a 20 MW photovoltaic solar energy system in Yabucoa Puerto Rico the Faci
13. average solar irradiation as measured by the working pyranometers in the Facility as well as the average temperature will be determined for the Event Hours C Third SELLER will provide output curves Output Curves for the Facility based on the power curves provided by the manufacturer and taking into account all factors that may affect the output such as but not limited to temperature derating DC and AC losses inverter losses and transformer losses SELLER will validate the Output Curves during the first three months of operation of the Facility Output Curves together with the Event Hours determined under Paragraph A and average solar irradiation and temperature determined under Paragraph B will be used to calculate the Net Electrical Output that would have been generated by the Facility during the Event Hours APPENDIX F 1 illustrates the format of Output Curves SELLER will provide PREPA the actual power curve furnished by the manufacturer of the photovoltaic modules installed in the Facility D Fourth in order to ascertain the reliability of the above calculation of Net Electrical Output the same calculations described in the above Paragraphs B and C will be made for the same time period as the Event Hours in the nearest Day prior and in the nearest Day following the Event Day for which data is available Comparable Hours The Net Electrical Output so calculated will be compared to the Actual Net Electrical Output APPENDIX F
14. d for the excitation voltage of the generators must have a nominal voltage capacity greater than 800 V DC A switch or breaker for isolation purposes is also required for the excitation voltage and current signals 4 3 Documentation 4 3 1 The equipment shall include a documentation package that contains the user operation and maintenance manuals and the mechanical and electrical equipment drawings The documentation should be in hard copy and in digital format 4 3 2 The equipment documentation shall include a copy of the software 4 4 Spare parts recommended by the equipment manufacturer shall be included in the DSM purchase order 4 5 Warranty The equipment warranty shall include part and service for a period not less than 60 months from the delivery day 4 6 Equipment Training Installation Support and Commissioning 4 6 1 An on site equipment operation and configuration training should be included 4 6 2 The DSM manufacturer shall perform the equipment commissioning and offer installation support Page 5 of 5 APPENDIX F DETERMINATION OF NET ELECTRICAL OUPUT NOT RECEIVED To calculate the Net Electrical Output not received by PREPA during any time period the following method will be used A First the specific time period Event Hours of the Day Event Day that PREPA does not receive Net Electrical Output in connection with a disconnection or curtailment of the Facility will be determined B Second the
15. eduled Outage or if the Scheduled Outage or Non Schedule Outage has begun to expedite the completion thereof SELLER shall provide as a minimum at its expense and PREPA shall install at SELLER s expense the following communication facilities linking the Facility with PREPA s dispatching centers a One Remote Terminal Unit RTU including setup installation and configuration which shall be specified by PREPA b Two independent telecommunication circuits One voice grade to link the SCADA system to the facility RTU using DNP protocol through a designated PREPA communication node A second fiber optic circuit to link PREPA s network to the Facility SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 7 in order to access protection equipment revenue meters and the DSM through the ruggedcom security device as specified by PREPA c A voice telephone extension for the purpose of communicating d e with Monacillos TC and Ponce TC A telephone line and equipment to transmit and receive facsimile messages to confirm the oral communication between PREPA and SELLER A Dynamic System Monitor DSM equipment in accordance with APPENDIX D TECHNICAL SPECIFICATIONS FOR THE DYNAMIC SYSTEM MONITOR for recording the power disturbance caused by electro mechanic swings and to measure the system response to the swing disturbance SELLER shall be responsible of providing installing wiring and
16. ely by PREPA and PREPA shall indemnify defend and hold SELLER harmless for any and all claims of PREPA or any other Person for any losses liabilities claims costs or damages of any nature arising from PREPA s Interconnection Facilities or the procurement construction installation testing or transfer to PREPA of PREPA s Interconnection Facilities MA Ma SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 9 5 Article 11 COMPENSATION PAYMENT AND BILLINGS Section 11 2 in the PPOA is hereby amended by deleting that Section in its entirety and replacing it with the following 11 2 a Energy Payment Beginning with the Pre Operation Period and continuing throughout the Term of this Agreement EP EPP x NEO subject to annual escalation as set forth below Where EP is the Energy Payment EPP is the Energy Purchase Price which for the first Agreement Year shall be equal to 0 1300 per kwh of NEO NEO is the Net Electrical Output expressed in kilowatt hours The Energy Purchase Price for Agreement Years 2 to 20 shall be escalated annually on each anniversary of the Commercial Operation Date in an amount equal to two percent 2 per Agreement Year as set forth in Appendix C hereto For Agreement Years 21 to 25 the Energy Purchase Price shall be equal to the Energy Purchase Price applicable during Agreement Year 20 not subject to escalation b Green Credits Payment Beginning with the Pre Opera
17. enge or any delay caused by any act or omission of PREPA but in no event longer than forty eight 48 Months With the exception of item d dealing with termination following the occurrences of a Breach the termination of this Agreement pursuant to the above items shall not give rise to liability or other obligation against either party not constitute a Breach hereof by either Party 7 Substitution of APPENDIX B INTERCONNECTION effective as of the date hereof APPENDIX B of the PPOA is hereby substituted and replaced in its entirety by APPENDIX B attached hereto 8 Substitution of APPENDIX C EXAMPLE OF PRICE INDEX CALCULATION effective as of the date hereof APPENDIX C of the PPOA is hereby substituted and replaced in its entirety by APPENDIX C AMENDED ENERGY PURCHASE PRICE attached hereto 9 Substitution of APPENDIX D TECHNICAL SPECIFICATIONS FOR THE DYNAMIC SYSTEM MONITOR effective as of the date hereof APPENDIX D of the PPOA is hereby substituted and replaced in its entirety by APPENDIX D attached hereto SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 11 10 11 12 Substitution of APPENDIX F DETERMINATION OF NET ELECTRICAL OUPUT NOT RECEIVED effective as of the date hereof APPENDIX F of the PPOA is hereby substituted and replaced in its entirety by APPENDIX F attached hereto Any references in the PPOA to MINIMUM TECHNICAL REQUIREMENTS FOR SOLAR PV PROJECTS is amended and replaced
18. ission line are responsibility of YFN Yabucoa Solar LLC This new 115 kV circuit shall be built completely out of PREPA S actual right of way Juan Martin Sect 115 kV Switchyard Al New 115 kV Underground Line Required for interconnection to new 115 kV transmission line This new i 115 kV underground circuit is responsibility of YFN Yabucoa Solar LLC i als a Seller q gt Interconnection Interconnection Facilities Point ia meee PREPA a Interconnection i Facilities 115 kV Bus N S New 115 kV Switchyard Expansion l Modifications and Land Acquisition Switchyard expansion modifications and land acquisition costs required for interconnection are l responsibility of YFN Yabucoa Solar LLC Major modifications required for the switchyard expansion including relocation of transmission 1 and distribution lines switchyard components control room expansion etc shall be established by PREPA based on actual physical field evaluations YY of the project interconnection site a L 36300 Substation L 36300 Jobos TC Juan Mart n Yabucoa TC 115 13 2 kV COMPANY YFN Yabucoa Solar LLC PREPA Electrical Interconnection San Germ n TC Puerto Rico Electric Power Authority APPENDIX C Amended Energy Purchase Price YFN YABUCOA SOLAR LLC Energy Green Credit Year Purchase Price Purchase Price kWh k
19. lity WHEREAS The appearing parties executed on December 19 2012 a First Amendment to the PPOA the PPOA as amended is hereinafter referred to as the PPOA and WHEREAS the Parties hereby agree to amend certain provisions of the PPOA NOW THEREFORE for good and valuable consideration the receipt and sufficiency of which hereby acknowledged the Parties intending to be legally bound agree as follows SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 2 1 Article 1 DEFINITIONS is amended to include the term Contracted Capacity and defines it as follows means the maximum AC capacity to be exported by SELLER at the Interconnection Point which shall be equal to the lesser of i the Generating Capacity and ii the 20 MW AC 2 Article 5 TERM Sections 5 1 and 5 2 in the PPOA are hereby amended by deleting in each Section the phrase Twenty 20 and replacing it with the phrase Twenty Five 25 and amending the language of the first sentence of Section 5 2 to read as follows The Term of this Agreement may be extended by mutual agreement of the Parties for up to one period of five 5 Years following the expiration of the initial Twenty Five Agreement Years Term 3 Article 7 DISPATCHING is deleted in its entirely and replaced by ARTICLE 7 DISPATCHING 7 41 PREPA agrees that the Facility will be designated as a must run unit to the full extent of the Contracted Capacit
20. mplete Operating procedures finalized Field Test Protocols Finalized Start test and start up On site Field Tests Completed Complete Compliance with Minimum Technical Requirements Initial synchronizing date Commercial operation 15 PSSE Mathematical Model Parameters and Data Requirements The Contractor shall submit to PREPA a PSS E mathematical model and data related to the proposed PV Facility When referred to the PV Facility model this shall include but is not limited to PV converter transformers collector systems plant controllers control systems and any other equipment necessary to properly model the PV Facility for both steady state and dynamic simulation modules It is required that the Contractor submits both an aggregate and detailed model of the PV Facility The aggregate and detailed model of the PV Facility shall not be submitted in preliminary form The Contractor shall be required to submit user manuals for both the PV converter and PV Facility models The mathematical models shall be fully compatible with the latest and future versions of PSS E It is preferred that the models are PSS E standard models In the case that the Contractor submits user written models the Contractor shall be required to keep these models as well as its corresponding user manual current with the future versions of the PSS E program until such time that PSS E has implemented a standard model On site field tests to demonstrate compliance with PR
21. n 14 Days written notice to the other Party and during regular business hours to examine the records and data of the other Party relating to the proper administration of this Agreement any time during the period the records are required to be maintained 8 9 At PREPA s request which request shall be with reasonable anticipation and not more than once a year SELLER shall provide certifications of tests and inspections of the electric and protection equipment which may impact PREPA s electrical system PREPA shall have the right to visit and visually monitor the Facility during operation and testing including any acceptance testing of the Facility 4 Article 9 FACILITIES DESIGN AND INTERCONECTION Section 9 12 is hereby amended to include the following language SELLER shall own and be responsible for the safe and adequate operation and maintenance of all SELLER s Interconnection Facilities other than metering equipment but including SELLER s back up meters and metering devices if any After transfer from SELLER PREPA shall own and be responsible for the safe and adequate operation and maintenance of the PREPA s Interconnection Facilities but SELLER shall be responsible for the replacement and maintenance cost of the breaker including both disconnecting switches and breaker protection equipment that connects the Facilityss 38 kV line in PREPA s switchyard and all risk of loss and ownership in respect thereof shall be borne exclusiv
22. nding estimate of short term next Day and next week production based on the previous Day production estimated strength of the solar radiation the next Day and week and based on the meteorological forecast for the region and site The Parties SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 4 7 5 shall include in the Agreed Operating Procedures the procedures and protocols necessary for providing said estimates PREPA acknowledges no intent to reduce Net Electrical Output by curtailment or disconnection under this Agreement outside of those described in this Article 7 and Article 8 3 Article 8 CONTROL AND OPERATION OF THE FACILITY is deleted in its entirety and replaced by ARTICLE 8 CONTROL AND OPERATION OF THE FACILITY 8 1 8 2 8 3 SELLER shall at least sixty 60 Days prior to the Commercial Operation Date submit a written schedule of Scheduled Outages Scheduled Outage Program for the remaining portion of the first Year of the Facility s operations and if the Commercial Operation Date occurs after September 1 for the following Year setting forth the proposed Scheduled Outage periods Thereafter SELLER shall submit to PREPA in writing by September 1 of each Year its proposed Scheduled Outage Program for the next Year SELLER shall use reasonable efforts to notify PREPA of any Non Scheduled Outages at least twenty four 24 hours in advance and coordinate all Non Scheduled O
23. nterval multiplied by the ratio of ten 10 divided by fifteen 15 i e the actual Event Hours divided by the time interval for which records for these data are available APPENDIX F 1 OUTPUT CURVES To be provided by SELLER and approved by PREPA two weeks after the Initial Synchronization Date M Output Curves shall be revised annually WRITTEN ACTION OF MANAGERS YFN YABUCOA SOLAR LLC The undersigned being Managers of YFN Yabucoa Solar LLC a Puerto Rico limited liability company the Company hereby take the following actions as of and effective on May 16 2014 l Pursuant to Paragraph 4 of the Limited Liability Company Agreement the LLC Agreement any two 2 Managers acting jointly have the full authority to manage the business and affairs of the Company and to do any and all acts necessary or convenient to or for the furtherance of the purposes for which the Company was formed 2 The Managers desire to delegate certain powers and authority as set forth below and have determined that such delegation of powers and authority is in the best interest of the Company 3 The Managers hereby authorizes Leslie Hufstetler as authorized representative of the Company Authorized Representative to execute on behalf of the Company on such terms and conditions the Company deems proper any amendments to the Power Purchase and Operating Agreement dated October 17 2012 between the Company and
24. order writ judgment injunction decree determination or award presently in effect and ii this Amendment is a legal valid and binding obligation of SELLER enforceable against SELLER in accordance with its terms Wi ul SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 12 13 14 15 16 17 except as may be limited by applicable bankruptcy insolvency or similar laws affecting the enforcement of rights generally Ratification Except as expressly amended hereby the PPOA and all documents instruments and agreements related thereto are and shall continue to be in full force and effect and are hereby ratified and confirmed in all respects No Implied Waiver This Amendment shall be limited precisely as written and shall not be deemed to be a consent granted pursuant to or a waiver or modification of any other term or condition of the PPOA whether or not known to the Parties or to prejudice any other right or rights which the PPOA may now have or have in the future Counterparts This Amendment may be executed in multiple original or facsimile counterparts each of which shall be deemed an original and shall be binding upon the Party who executed the same but all of such counterparts shall constitute the same Amendment Governing Law This Amendment shall be governed by construed and enforced in accordance with the laws of the Commonwealth of Puerto Rico and to the extent applicable
25. s of at least 800 V Accuracy better or equal to 0 3 d Small Analog Signals Accuracy better or equal to 0 3 i Current 4 20 mA ii Voltage 0 200 mV 1V 10 V 2 1 2 The equipment shall have at least 16 digital inputs with the capacity to increase them to a minimum of 48 inputs depending in the application required digital signals The minimum input voltage range of the digital inputs should be 0 150 V The digital inputs should be included as a user defined software triggering input 2 1 3 The equipment shall be able to record power system frequency with a resolution of at least 0 001HZ 2 2 The equipment shall have a built in microprocessing unit with color monitor keyboard and mouse from which all commands controls and setup parameters may be entered All setup parameters shall be store in a non Ss 2 3 2 4 2 5 volatile media to prevent loss of setup data if power is interrupted This microprocessing unit shall be of industrial grade to insure long life in a typical substation or generation plant environment Memory and storage capacity The equipment shall have a non volatile solid state memory ex SSD flash etc with the required capacity to stores at least one 1 year of continuous data based in typical recording periods and typical recording rates Also the memory shall have a minimum storage capacity of 1 000 RMS Trigger events and 1 000 Instantaneous trigger events based in typical recording
26. sum gain offset etc 3 11 The software shall performs the following power engineering calculations on line and off line and measurements ii jii iv vV vi vii viii 4 General Three phase and single phase Power Real reactive apparent Power Factor Power angle rms line and phase voltage rms current Power system frequency DC voltage and currents AC voltage and currents 4 1 Environmental Conditions Page 4 of 5 4 1 1 Operating temperature 0 C to 50 C 4 1 2 Operating humidity 95 non condensing 4 2 Equipment cabinet and corresponding accessories The cabinet should have test switches at the front of the panel for the three phase voltages and currents The test switches should have a minimum rating of 600 V rms and 30 A rms semi flush mounted back connected equal or similar to ABB FT 1 style no 129A514G01 The signals analog and digital should terminate on terminal blocks inside the cabinet before the connection to the Dynamic System Monitor The AC DC digital exciter voltage and exciter current signals should be in different terminal blocks The terminal blocks should have a minimum rating of 600 V rms and 30 A rms except the exciter voltages signals see below Examples of terminal blocks are GE CR151B2 and Marathon 1512 STD The current signals should terminate on shorting type heavy duty terminal blocks equal or similar to Marathon catalog number 1506SC The terminal blocks use
27. system study groups PV Facility Owners that provide user written model s shall provide compiled code of the model and are responsible to maintain the user written model compatible with current and new releases of PSS E until such time a standard model is provided PREPA must be permitted by the PV Facility Owner to make available PV models if required to external consultants with an NDA in place Additional data necessary for dynamic modeling At a minimum any necessary control system model inverter compensator and excitation limiter models including the time constants gains limits description block diagrams and configuration Transient Mathematical Model The contractor shall provide a detailed transient mathematical model of the PV Facility with a compliance report that shows the level of compliance of the facility s design with PREPA s Minimum Technical Requirements for Interconnection of Photovoltaic Facilities MTRs The contractor shall submit the compliance report for evaluation by PREPA before the on site field tests PREPA and the contractor must agree on the compliance report results before the on site field tests for verifying compliance of the Facility with the MTRs are performed YFN YABUCOA SOLAR LLC ELECTRICAL INTERCONNECTION YABUCOA P R YFN Yabucoa Solar LLC PV Solar Park Project Facilities 20 MW New 115 kV Transmission Line Acquisition of new right of way maintenance and construction of new transm
28. the Puerto Rico Electric Power Authority regarding the sale of energy to the Puerto Rico Electric Power Authority from an up to 32 megawatt photovoltaic solar energy generating facility in the vicinity of Yabucoa Puerto Rico owned by the Company 4 In addition to all specific acts herein enumerated the Managers hereby authorize Authorized Representative to do all acts necessary and proper to effectuate or carry out the purposes and intent of the foregoing action including the execution of any and all documents agreements instruments and or certificates in connection therewith 5 For the avoidance of doubt this action does not authorize Authorized Representative to negotiate any contractual term or exercise discretion on behalf of the Company and the Company may rescind the powers conferred upon Authorized Representative at any time 6 The Secretary of the Company is authorized empowered and directed to file a signed copy of these written resolutions in the minute books of the Company IN WITNESS WHEREOF the Managers have affixed their signatures as of the date first written above By coe eo s ean Its Manager Its Manager
29. tion Period and continuing throughout the Term of this Agreement GCP GCPP x NEO Where GCP is the Green Credits Payment GCPP is the Green Credit Purchase Price which shall be equal to 0 020 per kWh of NEO for the Term For the avoidance of doubt the Green Credit Purchase Price shall not be subject to escalation for the Term NEO is the Net Electrical Output expressed in kilowatt hours SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 10 6 Section 16 1 in the PPOA is hereby amended by deleting that Section in its entirety and replacing it with the following 16 1 Termination of this Agreement shall occur only upon a expiration of the Term of this Agreement as provided in Article 5 b mutual written consent of the Parties c the election of PREPA following a Development Abandonment or Permanent Closing d the election of the non defaulting Party following the occurrence of a Breach under Article 17 e the election of PREPA following delay by SELLER in achieving the Commencement of Construction by thirty 30 Months after the Effective Date f delay by SELLER in achieving the Commercial Operation Date by the date which is thirty six 36 Months after the Effective Date or g the circunstances provided in Section 16 2 The deadlines in e and f Date shall be extended on a day for day basis for any delay in achieving such deadline due to Force Majeure event Pending Permits a Legal Chall
30. utages with PREPA If an Emergency is declared by PREPA PREPA s dispatching centers may disconnect the Facility from PREPA s system or reduce the Net Electrical Output by curtailment to the extent permitted by Article 7 and the Agreed Operating Procedures If a curtailment pursuant to Article 7 is declared by PREPA PREPA s dispatching centers may curtail the Facility s output to the extent permitted by Article 7 and the Agreed Operating Procedures The Facility will remain disconnected from PREPA s system or curtailed following an Emergency until SELLER has received permission to reconnect from PREPA s dispatching center in accordance with the Agreed Operating Procedures Any disconnection or reduction in the Facility s output required by PREPA under this Agreement shall be of no greater scope and of SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 5 8 4 no longer duration than is required by the Emergency or operating condition pursuant to Article 7 and the Agreed Operating Procedures consistent with Prudent Utility Practices Upon an Emergency or curtailment pursuant to Article 7 that results in any disconnection or reduction in the Facility s output PREPA shall as soon as practicable after the occurrence of the Emergency or operating condition provide written notice to SELLER describing the particulars of the occurrence and its estimated duration and shall diligently use all reasonable efforts consistent
31. with Prudent Utility Practices to remedy the Emergency or operating condition In any situation where PREPA causes a reduction of Net Electrical output or a disconnection of the Facility PREPA shall treat the Facility no less favorably than other facilities connected to PREPA s grid PREPA shall have no liability to SELLER in connection with any disconnection or reduction in the Facility s output required by PREPA under Section 7 1 Section 7 2 or Section 8 3 unless a the Facility is otherwise capable of generating and delivering electrical output b SELLER has provided PREPA with written notice of such capability and c the duration of any such disconnection or curtailment or combination thereof has exceeded the applicable waiting periods set forth in the next three sentences after delivery of SELLER s notice to PREPA With respect to a disconnection or curtailment that is not attributable to severe weather conditions the waiting period shall be the earliest to occur of i a maximum forty eight 48 consecutive hours ii forty eight 48 hours in the aggregate during any thirty 30 Day period or iii one hundred forty four 144 hours in the aggregate during any Year With respect to a disconnection or curtailment that is attributable to severe weather conditions including a hurricane or tropical storm the waiting period shall be the earlier to occur of i a maximum of seven 7 consecutive Days or ii two hundred sixty four 264
32. y and will not be disconnected except to the extent necessary due to a Force Majeure or an Emergency that cannot be avoided or mitigated without the shutdown or disconnection of the Facility 7 2 Notwithstanding Section 7 1 PREPA may require SELLER to reduce the amount of Net Electrical Output by curtailment due to operating problems that affect safety margins or reliability levels in PREPA s electrical system provided however any reduction in the level of Net Electrical Output required by PREPA hereunder shall be based upon and implemented in a manner consistent with Prudent Utility Practices and within the Design Limits PREPA shall not be entitled to reduce Net Electrical Output under this Agreement due to a economic factors b any inconvenience or other condition not expressly included in the preceding sentence c any condition of any nature including those specified in the preceding sentence if PREPA is not promptly and prudently seeking a remedy to cure in accordance with Prudent Electrical it SECOND AMENDMENT CONTRACT 2013 P00049 YFN Yabucoa Solar LLC Page 3 73 7 4 Practices or d any other circumstance that can be mitigated by PREPA through economic means Notwithstanding Sections 7 1 and 7 2 above PREPA may reduce the Net Electrical Output by curtailment when the following conditions are present a the Facility fails to comply with the requirements of APPENDIX G MINIMUM TECHNICAL REQUIREMENTS FOR IN
33. ystem 3 2 The equipment remote communication shall be thru TCP IP network connectivity LAN The remote communication should permit at least the set up and data retrieval of the equipment The equipment should have the capability to perform at least the following functions remotely i Modification of the configuration ii Retrieval of captured events iii Remote event triggering 3 3 The equipment shall have the capacity of time synchronization with GPS system A GPS receiver and GPS antenna shall be included 3 4 Triggers 3 4 1 The equipment shall support user defined programmable triggers Triggering shall be initiated based upon primary quantities voltage current and frequency calculated quantities watts Var power factor apparent power etc digital signals or small analog signals 3 4 2 The trigger thresholds shall be based on limits gradients equations and status Examples of trigger conditions that shall be available are i Level threshold high level low level in band out band etc ii Rate of change ex frequency variation df dt iii Manual input keyboard trigger iv Request from remote computer v Event input status digital signal status 3 4 3 A re trigger function shall be available which permits the equipment to generate a new event register if a second disturbance is detected while the recording of the first disturbance is still in process This process should continue if more disturbances occur
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