2011/09/14 Council Agenda Packet

9 t I ( f • \t,,.;c::::17!' -'/I The Bonneville Environmental Foundation's Solar 4R Schools Project Agreement: Terms and Conditions for Carl Gipson Senior Center, Funded Through Snohomish County PUD Planet Power Program and Bonneville Environmental Foundation RECITAL This is an Agreement("Agreement") dated August 31, 2011, between the Bonneville Environmental Foundation ("BEF"), a charitable and non-profit, tax-exempt public benefit corporation qualified to do business under Section 501(c)(3) of the Internal Revenue Code, located at 240 SW First Avenue, Portland, OR 97204, and the City of Everett ("Facility Owner"), located at 2930 Wetmore Avenue, Everett, WA 98201. In this document, BEF and Facility Owner may be referred to individually as "Party" or collectively as "Parties." Part I. Definitions Capitalized terms in this Agreement shall have the meanings defined below. A. "Commercial Operation Date" means the date following completion of system inspection and testing when each PV System begins sustained production and delivery of energy. B. "Effective Date" means the date this Agreement is executed by the Parties. C. "Environmental Attributes" means any and all credits, benefits, emissions reductions, offsets, and allowances, howsoever entitled, resulting from the avoidance of the emission of any gas, chemical, or other substance to the air, soil, or water attributable to the PV System which are deemed of value by a Green Tag purchaser, and any credits or benefits for renewable resources. Environmental attributes include but are not limited to: (1) any avoided emissions of pollutants to the air, soil, or water such as (subject to the foregoing) sulfur oxides (SOx), nitrogen oxides (NOx), carbon monoxide (CO), and other pollutants; (2) any avoided emissions of carbon dioxide (CO2), methane (CH4), and other greenhouse gases (GHGs) that have been determined by the United Nations Intergovernmental Panel on Climate Change to contribute to the actual or potential threat of altering the Earth's climate by trapping heat in the atmosphere; and (3) the Green Tag Reporting Rights to these avoided emissions. Subject to the foregoing, Environmental Attributes do not include any energy, capacity, reliability, or other power attributes from the PV System or any production tax credits associated with the construction or operation of the PV System. D. "Facility Owner" means City of Everett, located at 2930 Wetmore Avenue, Everett, WA 98201, which has been selected by BEF to host a PV System. E. "Facility Owner Obligation Period" means the period of Facility Owner's obligations under this agreement. Such period extends for a term of ten (10) years from the transfer of ownership to the Facility Owner. F. "Green Tag" means the Environmental Attributes associated with the power generated from the PV System together with the Green Tag Reporting Rights associated thereto. Green Tag also 5 4 Page 1 of 14