Construction Development of the Project. (i) The SPD shall, entirely at its costs and expense, obtain and duly maintain in full force and effect during the Term of this Agreement, all statutory approvals, licences, consents, clearances and permits and other permissions/sanctions from Government authorities necessary and required for the Project, for supply of power or otherwise to enable the SPD to perform its obligations under the Agreement, including but not limited to the Approvals as listed in Schedule 1. PSPCL shall have no obligation to recommend to any department/agency or the Government for the grant/permission for the Solar Power project. Any steps that may be taken by PSPCL in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be a voluntary endeavour with no intention of being bound by any legal or binding obligation. (ii) The SPD shall duly perform and complete all of the following activities including Financial Closure at the SPD‟s cost and risk within 12 months from the Effective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by PSPCL. a) The SPD shall make Project Financing Arrangements for its Projects(s) and shall provide necessary documents to PSPCL in this regard. b) The SPD shall fulfil the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no. 23/27/2017-R&R dated 03.08.2017 along with amendments thereto or in accordance with MNRE‟s Approved Models and Manufacturers of Solar PV Modules (Requirements for Compulsory Registration) Order, 2019 as amended from time to time, whichever is applicable. The SPD shall provide evidence that the requisite technical criteria has been fulfilled and would provide un-priced copies of orders placed / agreements entered into, for supply of plants and equipment for the project. c) The SPD shall furnish the location of the projects at the time of financial closure. The change of location of the project shall not be permitted after Financial Closure. d) The SPD shall also be required to furnish letter from ISTS Licensee/CTU/PSTCL confirming technical feasibility of connectivity of the plant to ISTS Licensee/CTU/PSTCL substation at the indicated location. In case of a failure on the part of SPD to fulfil the conditions and/or submit the documents as above, except due to force majeure event, PSPCL shall be entitled to encash the Performance Bank Guarantee submitted by the SPD and terminate this Agreement by giving a prior notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the above notice. Provided however in the event of delays in the approval and adoption of tariff by the PSERC within 60 (sixty) days of submission before PSERC by PSPCL, there shall be a corresponding extension of time for achieving Financial Closure i.e. for an equal number of days for which the PSERC order has been delayed beyond such 60 days period. An extension for the attainment of the financial closure and other conditions as mentioned above, may however be considered by PSPCL, on the sole request of the SPD, on advance payment of extension charges of Rs.1000/- per day per MW plus applicable GST. In case of any delay in depositing this extension charge, SPD shall pay an interest on this extension charge for the days lapsed beyond due date of Financial Closure @ SBI MCLR (1Year). The extension for the above purpose shall not result in any extension of or otherwise have any impact on the SCOD. However any extension charges paid so by the SPD, shall be returned to the SPD without any interest (i) fully on the SPD achieving successful commissioning by the SCOD or (ii) on a pro-rata basis, based on the Project Capacity commissioned by SCOD. However, in case of any delay in commissioning of the project beyond the SCOD, PSPCL shall be entitled to appropriate the amount as deposited above by the SPD which shall be in addition to and without prejudice to the other rights of PSPCL including to encash the Performance Guarantee towards liquidated damages and other claims for delays on the part of the SPD under this Agreement. (iii) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at Interconnection / Metering / Delivery Point. (iv) The SPD shall be solely responsible and make arrangements for Land and associated infrastructure for development of the Project and for Connectivity with the ISTS Licensee/CTU/PSTCL System for confirming the evacuation of power by the SCOD. The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement for a period not less than the complete term of PPA on or before the SCOD. (v) The SPD shall construct, operate and maintain the Project during the term of PPA at its cost and risk including the required Interconnection Facilities and in close co-ordination with ISTS Licensee/CTU/PSTCL feasibility. (vi) The SPD shall be solely responsible for designing, constructing, erecting, commissioning, completing and testing as well as operating and maintaining the Power Project in accordance with the applicable Law, the Grid Code, the terms and conditions of this Agreement and Prudent Utility Practices. (vii) The SPD shall ensure commencement of supply of power up to the Contracted Capacity to PSPCL no later than the SCOD as well as continuance of the supply of power throughout the term of the Agreement. (viii) The SPD shall sell all available capacity from identified Solar Photovoltaic Grid-Interactive Power Plants to the extent of contracted capacity on first priority basis to PSPCL as per the provisions of this Agreement. (ix) The SPD shall be responsible, at its own cost, to procure start up power required for the plant from the concerned Discom of the area where the project is located. (x) The SPD shall be responsible for all payments on account of any taxes, cesses, duties or levies imposed by the Governmental Instrumentality or its competent statutory authority on the land, equipment, material or works of the Project or on the Electricity generated or consumed by the Project or by itself or on the income or assets owned by it. All expenses including wheeling / transmission charges and losses, UI / DSM, SLDC/RLDC Charges as notified by the competent authority/Regulator up to Punjab Periphery shall be paid by SPD without any reimbursement by PSPCL. (xi) The successful bidder, if being a single company, shall ensure that its shareholding in the SPV/project company executing the PPA shall not fall below 51% (fifty-one per cent) at any time prior to 1 (one) year from the COD, except with the prior approval of the PSPCL. In the event the successful bidder is a consortium, then the combined shareholding of the consortium members in the SPV /project company executing the PPA, shall not fall below 51 % at any time prior to 1 (one) year from the COD, except with the prior approval of PSPCL. Further, the Successful bidder shall ensure that its promoters shall not transfer the Controlling Shareholding and interest or cede control of the bidding company/consortium till 1 (one) year from the COD, except with the prior approval of PSPCL. After expiry of 1 year from COD, any change can be undertaken under intimation to PSPCL. (xii) The SPD shall be responsible for obtaining Long Term Open Access (LTOA) and executing transmission agreement with Inter State Transmission Licensee/PSTCL for evacuation of the Contracted Capacity and maintaining it throughout the term of the Agreement. (xiii) The SPD shall own the Power Project throughout the Term of Agreement, free and clear of encumbrances, except those expressly permitted under Article 14. (xiv) The SPD shall be fulfil all other obligations to be undertaken by the SPD under this Agreement.
Appears in 1 contract
Sources: Power Purchase Agreement
Construction Development of the Project. (i) The SPD shall, entirely at its costs and expense, obtain and duly maintain in full force and effect during the Term of this Agreement, all statutory approvals, licences, consents, clearances and permits and other permissions/sanctions from Government authorities necessary and required for the Project, for supply of power or otherwise to enable the SPD to perform its obligations under the Agreement, including but not limited to the Approvals as listed in Schedule 1. PSPCL shall have no obligation to recommend to any department/agency or the Government for the grant/permission for the Solar Power project. Any steps that may be taken by PSPCL in regard to grant of such consents and permits or any other approval to be taken by the SPD shall only be a voluntary endeavour with no intention of being bound by any legal or binding obligation.
(ii) The SPD shall duly perform and complete all of the following activities including Financial Closure at the SPD‟s cost and risk within 12 months from the Effective Date, unless such completion is affected by any Force Majeure event, or if any of the activities is specifically waived in writing by PSPCL.
a) The SPD shall make Project Financing Arrangements for its Projects(s) and shall provide necessary documents to PSPCL in this regard.
b) The SPD shall fulfil the technical requirements according to criteria mentioned under Annexure II–Technical requirement for Grid Connected Solar PV Power Stations under Guidelines for Tariff Based Competitive Bidding Process for Procurement of Power from Grid Connected Solar Power Projects, issued by Ministry of Power, vide resolution no. 23/27/2017-R&R dated 03.08.2017 along with amendments thereto or and/or in accordance with MNRE‟s Approved Models and Manufacturers of Solar PV Modules (Requirements for Compulsory Registration) Order, 2019 as amended from time to time, whichever is applicable. The SPD shall provide evidence that the requisite technical criteria has been fulfilled and would provide un-priced copies of orders placed / agreements entered into, for supply of plants and equipment for the project.
c) The SPD shall furnish the location of the projects at the time of financial closure. The change of location of the project shall not be permitted after Financial Closure.
d) The SPD shall also be required to furnish letter from ISTS Licensee/CTU/PSTCL PSPCL confirming technical feasibility of connectivity of the plant to ISTS Licensee/CTUPSPCL/PSTCL substation at the indicated location. In case of a failure on the part of SPD to fulfil the conditions and/or submit the documents as above, except due to force majeure event, PSPCL shall be entitled to encash the Performance Bank Guarantee submitted by the SPD and terminate this Agreement by giving a prior notice to the SPD in writing of at least seven (7) days. The termination of the Agreement shall take effect upon the expiry of the 7th day of the above notice. Provided however in the event of delays in the approval and adoption of tariff by the PSERC within 60 (sixty) days of submission before PSERC by PSPCL, there shall be a corresponding extension of time for achieving Financial Closure i.e. for an equal number of days for which the PSERC order has been delayed beyond such 60 days period. An extension for the attainment of the financial closure and other conditions as mentioned above, may however be considered by PSPCL, on the sole request of the SPD, on advance payment of extension charges of Rs.1000/- per day per MW plus applicable GST. In case of any delay in depositing this extension charge, SPD shall pay an interest on this extension charge for the days lapsed beyond due date of Financial Closure @ SBI MCLR (1Year). The extension for the above purpose shall not result in any extension of or otherwise have any impact on the SCOD. However any extension charges paid so by the SPD, shall be returned to the SPD without any interest (i) fully on the SPD achieving successful commissioning by the SCOD or (ii) on a pro-rata basis, based on the Project Capacity commissioned by SCOD. However, in case of any delay in commissioning of the project beyond the SCOD, PSPCL shall be entitled to appropriate the amount as deposited above by the SPD which shall be in addition to and without prejudice to the other rights of PSPCL including to encash the Performance Guarantee towards liquidated damages and other claims for delays on the part of the SPD under this Agreement.
(iii) The SPD shall make adequate arrangements to connect the Power Project switchyard with the Interconnection Facilities at Interconnection / Metering / Delivery Point.
(iv) The SPD shall be solely responsible and make arrangements for Land and associated infrastructure for development of the Project and for Connectivity with the ISTS Licensee/CTUPSPCL/PSTCL System for confirming the evacuation of power by the SCOD. The SPD shall furnish the necessary documents to establish possession in the name of the Project Developer of the required land/ Lease Agreement for a period not less than the complete term of PPA on or before the SCOD.
(v) The SPD shall construct, operate and maintain the Project during the term of PPA at its cost and risk including the required Interconnection Facilities and in close co-ordination with ISTS LicenseePSPCL/CTU/PSTCL feasibilityPSTCL.
(vi) The SPD shall be solely responsible for designing, constructing, erecting, commissioning, completing and testing as well as operating and maintaining the Power Project in accordance with the applicable Law, the Grid Code, the terms and conditions of this Agreement and Prudent Utility Practices.
(vii) The SPD shall ensure commencement of supply of power up to the Contracted Capacity to PSPCL no later than the SCOD as well as continuance of the supply of power throughout the term of the Agreement.
(viii) The SPD shall sell all available capacity from identified Solar Photovoltaic Grid-Interactive Power Plants to the extent of contracted capacity on first priority basis to PSPCL as per the provisions of this Agreement.
(ix) The SPD shall be responsible, at its own cost, to procure start up power required for the plant from the concerned Discom of the area where the project is locatedPSPCL.
(x) The SPD shall be responsible for all payments on account of any taxes, cesses, duties or levies imposed by the Governmental Instrumentality or its competent statutory authority on the land, equipment, material or works of the Project or on the Electricity generated or consumed by the Project or by itself or on the income or assets owned by it. All expenses including wheeling / transmission charges and losses, UI / DSM, SLDC/RLDC SLDC Charges as notified by the competent authority/Regulator Appropriate Commission up to Punjab Periphery Delivery Point shall be paid by SPD without any reimbursement by PSPCL.
(xi) The successful bidder, if being a single company, shall ensure that its shareholding in the SPV/project company executing the PPA shall not fall below 51% (fifty-one per cent) at any time prior to 1 (one) year from the COD, except with the prior approval of the PSPCL. In the event the successful bidder is a consortium, then the combined shareholding of the consortium members in the SPV /project company executing the PPA, shall not fall below 51 % at any time prior to 1 (one) year from the COD, except with the prior approval of PSPCL. Further, the Successful bidder shall ensure that its promoters shall not transfer the Controlling Shareholding and interest or cede control of the bidding company/consortium till 1 (one) year from the COD, except with the prior approval of PSPCL. After expiry of 1 year from COD, any change can be undertaken under intimation to PSPCL.
(xii) The SPD shall be responsible for obtaining Long Term Open Access (LTOA) and executing transmission agreement with Inter State Transmission Licensee/PSTCL PSTCL, as required, for evacuation of the Contracted Capacity and maintaining it throughout the term of the Agreement.
(xiii) SPD shall be the solely responsible to obtain all the necessary clearances and permits and submit the same to PSPCL prior to commissioning of the project.
(xiv) The SPD shall own the Power Project throughout the Term of Agreement, free and clear of encumbrances, except those expressly permitted under Article 14.
(xivxv) The SPD shall be fulfil all other obligations to be undertaken by the SPD under this Agreement.
Appears in 1 contract
Sources: Power Purchase Agreement