Common use of Environmental Attributes Clause in Contracts

Environmental Attributes. a. For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. If requested in writing by Purchaser, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 2 contracts

Sources: Solar Power Purchase Agreement, Solar Power Purchase Agreement Services

Environmental Attributes. a. (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. If requested in writing by Purchaser(d) Seller shall, and at PurchaserSeller’s expensecost, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. At (f) Purchaser acknowledges that for Seller to transfer RECs to Purchaser, Purchaser will need to have a GATS account with PJM (as defined in PJM rules). So long as Purchaser has a PJM GATS account in place, then no later than July 15th of each year after the first anniversary hereof, Seller will, at Seller’s cost, retire RECs created for the previous Reporting Year and transfer all such retired RECs to Purchaser’s optionGATS account. For accounting purposes, the Parties, each at Purchaser’s expense, shall execute and deliver RECs will transfer to Purchaser upon the first to occur of (i) their retirement, or such other Person as requested by Purchaser all such other documents and instruments in order to effect (ii) upon Seller initializing the transfer of Environmental Attributes specified the RECs in this Agreement to Purchaser PJM GATS, without further action by Seller or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 2 contracts

Sources: Solar Power Purchase Agreement, Solar Power Purchase Agreement

Environmental Attributes. a. ‌ (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. (d) If requested in writing by Purchaser▇▇▇▇▇▇▇▇▇, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. (f) Purchaser acknowledges that for Seller to transfer RECs to Purchaser, Purchaser will need to have a GATS account with PJM (as defined in PJM rules). So long as Purchaser has a PJM DocuSign Envelope ID: B0A47EA5-ADDC-4324-853B-09D49711DBFF GATS account in place, then no later than July 15th of each year after the first anniversary hereof, Seller will transfer RECs created for the previous Reporting Year. If Purchaser does not have a PJM GATS account in place, and Purchaser so requests, Seller will retire RECs (that have not expired) on Purchaser’s behalf. For accounting purposes, the RECs will transfer to Purchaser upon their retirement or upon Seller initializing the transfer of the RECs in PJM GATS, without further action by Seller or Purchaser. (g) At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement Services

Environmental Attributes. a. ‌ (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. If requested in writing by Purchaser(d) Seller shall, and at PurchaserSeller’s expensecost, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. At (f) Purchaser acknowledges that for Seller to transfer RECs to Purchaser, Purchaser will need to have a GATS account with PJM (as defined in PJM rules). So long as Purchaser has a PJM GATS account in place, then no later than July 15th of each year after the first anniversary hereof, Seller will, at Seller’s cost, retire RECs created for the previous Reporting Year and transfer all such retired RECs to Purchaser’s optionGATS account. For accounting purposes, the Parties, each at Purchaser’s expense, shall execute and deliver RECs will transfer to Purchaser upon the first to occur of (i) their retirement, or such other Person as requested by Purchaser all such other documents and instruments in order to effect (ii) upon Seller initializing the transfer of Environmental Attributes specified the RECs in this Agreement to Purchaser PJM GATS, without further action by Seller or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement

Environmental Attributes. a. (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser DocuSign Envelope ID: E7F8C3BA-0A7D-40B7-90AD-68B83985A9C1 immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. (d) If requested in writing by Purchaser▇▇▇▇▇▇▇▇▇, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. (f) Purchaser acknowledges that for Seller to transfer RECs to Purchaser, Purchaser will need to have a GATS account with PJM (as defined in PJM rules). So long as Purchaser has a PJM GATS account in place, then no later than July 15th of each year after the first anniversary hereof, Seller will transfer RECs created for the previous Reporting Year. If Purchaser does not have a PJM GATS account in place, and Purchaser so requests, Seller will retire RECs (that have not expired) on Purchaser’s behalf. For accounting purposes, the RECs will transfer to Purchaser upon their retirement or upon Seller initializing the transfer of the RECs in PJM GATS, without further action by Seller or Purchaser. (g) At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement Services

Environmental Attributes. a. (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. (d) If requested in writing by Purchaser▇▇▇▇▇▇▇▇▇, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. (f) Purchaser acknowledges that for Seller to transfer RECs to Purchaser, Purchaser will need to have a GATS account with PJM (as defined in PJM rules). So long as Purchaser has a PJM GATS account in place, then no later than July 15th of each year after the first anniversary hereof, Seller will transfer RECs created for the previous Reporting Year. If Purchaser does not have a PJM GATS account in place, and Purchaser so requests, Seller will retire RECs (that have not expired) on Purchaser’s behalf. For accounting purposes, the RECs will transfer to Purchaser upon their retirement or upon Seller initializing the transfer of the RECs in PJM GATS, without further action by Seller or Purchaser. (g) At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement Services

Environmental Attributes. a. For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. If requested in writing by Purchaser▇▇▇▇▇▇▇▇▇, and at Purchaser’s expense, Seller shall register the System with the RTO, Western Renewable Energy Generation Information System (WREGIS) to track and take all other actions necessary to ensure that report their Renewables Energy output for the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia California renewable energy portfolio standard and transferred to Purchaser, as applicable. e. Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement

Environmental Attributes. a. For and in consideration of Purchaser entering into this Agreement(a) Throughout the Term, Seller shall transfer to Buyer, and in addition to Buyer shall receive from the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all rightrights, title, titles and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output Adjusted Delivered Energy purchased by Purchaser Buyer from Seller hereunder. Seller shall agrees to transfer and make such Environmental Attributes available to Purchaser Buyer immediately to the fullest extent allowed by Applicable Law applicable law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Base Contract Price includes is the full compensation for the transfer and sale of the all Environmental Attributes to PurchaserAttributes. b. (b) Seller shall not assign, transfer, convey, encumber, sell, sell or otherwise dispose of any portion of the Environmental Attributes to any Person other than PurchaserBuyer, other than in connection with sales of Output permitted pursuant to Sections 4.1.(d)(ii) and 11.2(b). c. (c) During the Term, Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser the Buyer belong to anyone other than Purchaserthe Buyer, and Purchaser the Buyer may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributesit. d. If requested in writing by Purchaser, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (d) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser Buyer an attestation of Environmental Attributes produced by the System Generating Facilities and purchased by Purchaser Buyer in the preceding Billing Year. On calendar year on or before the anniversary Commencement Anniversary of each Billing Year year following the Actual Commercial Operation Datea Contract Year, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder Buyer under this Agreement by executing and delivering to Purchaser the Buyer an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Contract Year. The form of attestation is set forth as Schedule 11 (Exhibit 6 [Form of Environmental Attributes Attestation)]. Schedule 11 (Exhibit 6 [Form of Environmental Attributes Attestation) ] may be revised updated or amended changed by Purchaser Buyer as necessary to ensure that Purchaser the Buyer receives full and complete title to, and the ability to record with any EA Agency as its own, all of the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Power Purchase Agreement

Environmental Attributes. a. (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. Nothing herein should be construed to limit, in any way, Purchaser’s right and ability to retain, sell, transfer, assign or otherwise dispose of the Environmental Attributes. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. (d) If requested in writing by Purchaser▇▇▇▇▇▇▇▇▇, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser ▇▇▇▇▇▇▇▇▇ receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. (f) At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement Services

Environmental Attributes. a. For and in consideration of Purchaser entering into this Agreement(a) Throughout the Term, Seller shall transfer to Buyer, and in addition to Buyer shall receive from the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all rightrights, title, titles and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output Adjusted Delivered Energy purchased by Purchaser Buyer from Seller hereunder. Seller shall agrees to transfer and make such Environmental Attributes available to Purchaser Buyer immediately to the fullest extent allowed by Applicable Law applicable law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Base Contract Price includes is the full compensation for the transfer and sale of the all Environmental Attributes to PurchaserAttributes. b. (b) Seller shall not assign, transfer, convey, encumber, sell, sell or otherwise dispose of any portion of the Environmental Attributes to any Person other than PurchaserBuyer, other than in connection with sales of Output permitted pursuant to Sections 4.1(d)(ii) and 11.2(b). c. (c) During the Term, Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser the Buyer belong to anyone other than Purchaserthe Buyer, and Purchaser the Buyer may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributesit. d. If requested in writing by Purchaser, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (d) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser Buyer an attestation of Environmental Attributes produced by the System Generating Facilities and purchased by Purchaser Buyer in the preceding Billing Year. On calendar year on or before the anniversary of each Billing Year following the Actual Commercial Operation DateDate following a Contract Year, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder Buyer under this Agreement by executing and delivering to Purchaser the Buyer an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Contract Year. The form of attestation is set forth as Schedule 11 (Exhibit 6 [Form of Environmental Attributes Attestation)]. Schedule 11 (Exhibit 6 [Form of Environmental Attributes Attestation) ] may be revised updated or amended changed by Purchaser Buyer as necessary to ensure that Purchaser the Buyer receives full and complete title to, and the ability to record with any EA Agency as its own, all of the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Power Purchase Agreement

Environmental Attributes. a. For and in consideration of Purchaser entering into this Agreementa) Throughout the Term, Seller shall transfer to Buyer, and in addition to Buyer shall receive from the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all rightrights, title, titles and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser Buyer from Seller hereunder. Seller shall agrees to transfer and make such Environmental Attributes available to Purchaser Buyer immediately to the fullest extent allowed by Applicable Law applicable law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Base Contract Price includes Price, as applicable, is the full compensation for the transfer and sale of the all Environmental Attributes to PurchaserAttributes. b. b) Seller shall not assign, transfer, convey, encumber, sell, sell or otherwise dispose of any portion of the Environmental Attributes to any Person other than PurchaserBuyer. c. c) During the Term, Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser the Buyer belong to anyone other than Purchaserthe Buyer, and Purchaser the Buyer may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributesit. d. If requested in writing by Purchaser, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. d) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser Buyer an attestation of Environmental Attributes produced by the System Generating Facilities and purchased by Purchaser Buyer in the preceding Billing Yearcalendar month. On or before the anniversary Commencement Anniversary of each Billing Year year following the Actual Commercial Operation Datea Contract Year, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder Buyer under this Agreement by executing and delivering to Purchaser the Buyer an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Contract Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) shall be agreed to by the parties and may be revised updated or amended changed by Purchaser ▇▇▇▇▇ as necessary to ensure that Purchaser the Buyer receives full and complete title to, and the ability to record with any EA Agency as its own, all of the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Power Purchase Agreement

Environmental Attributes. a. For Seller will provide, transfer and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, convey all right, title, and interest in and to the Environmental Attributes, if anyas applicable, whether now existing associated with all RNG produced from the Facility and purchased by Buyer as part of the RNG delivered to Buyer at the Delivery Point. Seller represents and warrants that Seller holds the rights to all such Environmental Attributes, and ▇▇▇▇▇▇ agrees to convey and hereby conveys Environmental Attributes of the RNG purchased by Buyer to Buyer as included in the delivery of the RNG from the Facility at the Delivery Point. Seller shall pay all initial costs associated with registration of the production facilities and fuel pathways under the [M-RETS]13. Seller will cooperate, acting reasonably and in good faith, in obtaining Environmental Attributes and assigning such Environmental Attributes of the RNG produced at the Facility and purchased by Buyer to Buyer at the Delivery Point, including by preparing, signing and filing necessary or subsequently generated useful paperwork, providing information, such as documentation of Seller’s estimate of pathway carbon intensity in accordance with the rules of the Applicable Programs, [uploading RTC certificates to MRETS in a timely manner and specifying carbon intensity in MRETs], consenting to monitoring of activities and collection of data (including granting easements and/or licenses necessary to access the Facility site for such monitoring and collection) and all other activities necessary or acquired (other than reasonably useful for Buyer to obtain the full amount and benefit of all applicable Environmental Attributes relating to the RNG produced at the Facility and purchased by direct purchase Buyer. If Seller is unable to fulfill the requirements above, subject in all events to the Facility Lender’s cure rights as set forth in Section 10 of this Contract, Seller agrees that Buyer may retain a third party to prepare any required documentation and deduct the reasonable and documented cost of such services and any loss in revenue from any payments otherwise due to Seller, provided, that Buyer shall provide Seller with reasonable prior notice before retaining such a third party) by . Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately 's obligations with respect to the fullest extent allowed by foregoing requirements include, without limitation, material compliance with all required reporting, documentation and audit requirements of Buyer, the United States Environmental Protection Agency, and other governmental or similar authorities responsible for administering any Applicable Law upon Seller’s production or acquisition of the Environmental AttributesProgram, subject to this Section 3. Seller acknowledges and agrees that the Contract Price includes the full compensation Upon title for the transfer and sale of the Environmental Attributes same passing to Purchaser. b. Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. If requested in writing by Purchaser, and at Purchaser’s expenseBuyer, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from (i) own any Environmental Attributes are paid relating to the RNG sold to Buyer or (ii) take any action, if such ownership or action would, in Buyer’s reasonable judgment, impair Buyer's ability to obtain the full benefit of the substitution of RNG delivered directly hereunder for natural gas that is not RNG under any Applicable Law. 4.Standards of Care. Seller will comply, in all material respects, with all Applicable Law relating to Sellerthe production, Seller shall immediately pay or deliver such items or amounts nomination, scheduling and delivery of RNG to Purchaserthe Delivery Point.

Appears in 1 contract

Sources: Transaction Confirmation

Environmental Attributes. a. (a) For and in consideration of Purchaser entering into this Agreement, and in addition to the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all right, title, and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser from Seller hereunder. Seller shall transfer and make such Environmental Attributes available to Purchaser immediately to the fullest extent allowed by Applicable Law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes the full compensation for the transfer and sale of the Environmental Attributes to Purchaser. b. (b) Seller shall not assign, transfer, convey, encumber, sell, or otherwise dispose of any portion of the Environmental Attributes to any Person other than Purchaser. c. (c) Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser belong to anyone other than Purchaser, and Purchaser may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributes. d. (d) If requested in writing by Purchaser, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (e) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser an attestation of Environmental Attributes produced by the System and purchased by Purchaser in the preceding Billing Year. On or before the anniversary of each Billing Year following the Actual Commercial Operation Date, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder by executing and delivering to Purchaser an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Year. The form of attestation is set forth as Schedule 11 (Form of Environmental Attributes Attestation). Schedule 11 (Form of Environmental Attributes Attestation) may be revised or amended by Purchaser as necessary to ensure that Purchaser receives full and complete title to, and the ability to record with any EA Agency as its own, all the Environmental Attributes purchased hereunder. f. (f) Purchaser acknowledges that for Seller to transfer RECs to Purchaser, Purchaser will need to have a GATS account with PJM (as defined in PJM rules). So long as Purchaser has a PJM GATS account in place, then no later than July 15th of each year after the first anniversary hereof, Seller will transfer RECs created for the previous Reporting Year. If Purchaser does not have a PJM GATS account in place, and Purchaser so requests, Seller will retire RECs (that have not expired) on Purchaser’s behalf. For accounting purposes, the RECs will transfer to Purchaser upon their retirement or upon Seller initializing the transfer of the RECs in PJM GATS, without further action by Seller or Purchaser. (g) At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Solar Power Purchase Agreement Services

Environmental Attributes. a. For and in consideration of Purchaser entering into this Agreement(a) Throughout the Term, Seller shall transfer to Buyer, and in addition to ▇▇▇▇▇ shall receive from the agreement by Purchaser and Seller to purchase and sell Output on the terms and conditions set forth herein, Seller hereby transfers, assigns and conveys to Purchaser, and Purchaser accepts and receives from Seller, all rightrights, title, titles and interest in and to the Environmental Attributes, if any, whether now existing or subsequently generated or acquired (other than by direct purchase from a third party) by Seller, or that hereafter come into existence, during the Term, as a component of the Output purchased by Purchaser ▇▇▇▇▇ from Seller hereunder. Seller shall agrees to transfer and make such Environmental Attributes available to Purchaser Buyer immediately to the fullest extent allowed by Applicable Law applicable law upon Seller’s production or acquisition of the Environmental Attributes. Seller acknowledges and agrees that the Contract Price includes and the Test Energy Payment, as applicable are the full compensation for the transfer and sale of the all Environmental Attributes to PurchaserAttributes. b. (b) Seller shall not assign, transfer, convey, encumber, sell, sell or otherwise dispose of any portion of the Environmental Attributes to any Person other than PurchaserBuyer. c. (c) During the Term, Seller shall not report to any Person that the Environmental Attributes granted hereunder to Purchaser the Buyer belong to anyone other than Purchaserthe Buyer, and Purchaser the Buyer may report under any program that such attributes purchased hereunder belong to Purchaser. Seller shall not make any filing or statements inconsistent with Purchaser’s ownership of the Environmental Attributesit. d. If requested in writing by Purchaser, and at Purchaser’s expense, Seller shall register the System with the RTO, and take all other actions necessary to ensure that the Output or Environmental Attributes produced by the System are issued and tracked through RTO for purposes of satisfying the requirements of any Virginia renewable energy portfolio standard and transferred to Purchaser, as applicable. e. (d) Seller shall document the production of Environmental Attributes under this Agreement by delivering on an annual basis to Purchaser Buyer an attestation of Environmental Attributes produced by the System Generating Facilities and purchased by Purchaser Buyer in the preceding Billing Yearcalendar month. On or before the anniversary Commencement Anniversary of each Billing Year year following the Actual Commercial Operation Datea Contract Year, Seller shall document the transfer of Environmental Attributes to Purchaser hereunder Buyer under this Agreement by executing and delivering to Purchaser the Buyer an attestation of Environmental Attributes transferred under this Agreement in the preceding Billing Contract Year. The form of attestation is set forth as Schedule Exhibit 11 ([Form of Environmental Attributes Attestation)]. Schedule Exhibit 11 ([Form of Environmental Attributes Attestation) ] may be revised updated or amended changed by Purchaser Buyer as necessary to ensure that Purchaser the Buyer receives full and complete title to, and the ability to record with any EA Agency as its own, all of the Environmental Attributes purchased hereunder. f. At Purchaser’s option, the Parties, each at Purchaser’s expense, shall execute and deliver to Purchaser or such other Person as requested by Purchaser all such other documents and instruments in order to effect the transfer of Environmental Attributes specified in this Agreement to Purchaser or its designee(s), as Purchaser may request. Upon notification by an EA Agency that any transfers contemplated by this Agreement will not be recorded, the Parties shall promptly cooperate in taking all reasonable actions necessary so that such transfer can be recorded. Each Party shall promptly give the other Party copies of all documents it submits to the EA Agency to effectuate any transfers. If the sale or proceeds from any Environmental Attributes are paid or delivered directly to Seller, Seller shall immediately pay or deliver such items or amounts to Purchaser.

Appears in 1 contract

Sources: Power Purchase Agreement