Keys Energy Services Interconnection Guidelines & Interconnection Agreement Keys Energy Services is proud to promote and enhance the utilization of all renewal energy technology in the Florida Keys and in the Sunshine State. As our community’s concern with greenhouse gas emissions grows, customers will be interested in reducing their energy consumption through conservation measures and through the installation of Renewable Energy Systems. A Renewable Energy System will provide energy to power electrical needs and offset the amount of energy purchased from KEYS. At times, a Renewable Energy System may produce energy in excess of what a customer needs, and KEYS will purchase that power from the customer based on the applicable requirement of Tariff NM1. (See Attached Tariff) The following guidelines were developed to help customers and contractors understand KEYS expectations when interconnecting. These guidelines will provide protection to the existing infrastructure, to KEYS employees and to neighbors. General Guidelines……………………………………………………………………………….. 2 Technical Standards for Interconnecting…………………………………...................3 Renewable Energy Systems, Inverter and Protective Equipment Technical Requirements………………………………………………………………........................... 5 Commissioning, Maintenance and Inspections………………………………………….. 7 Procedures for Interconnection…………………………………………………………….…. 8 Application For Interconnection Of Customer-Owned Renewable Generation Systems…………………………………………10 Standard Interconnection Agreement for Customer-Owned Renewable Generation …………………………………………………………………………………......... 12 Certification of Equipment…………………………….…….……………………….......... 14 Tri Party Net Metering Agreement……………….………………………………..….…… 15 1 General Guidelines 1) Renewable generator systems connected to the grid without batteries are not a stand by power source during a KEYS outage. The system must be shut down when KEYS grid shuts down in order to prevent dangerous back feed on KEYS’ grid. This is required to protect KEYS employees who may be working on the grid. 2) The gross power rating or the alternating current (AC) rating for the System is the array direct current (DC) rating multiplied by 0.85. The AC rating also determines the Tier that the system falls under toffor agreement purposes. There are three Tiers by system size: Tier 1 is up 10 kW and below, Tier 2 is 10 kw up to 100 kW and Tier 3 is above 100 kW up to 2,000 kW (2 Megawatts). Customer generation is limited to 90 percent of their existing KEYS service capacity. KEYS will not upsize facilities for customer generation. 3) The customer on the account must complete an application, interconnection agreement, obtain a building permit, and for Tier 2 and 3, obtain proof of insurance and pay an application to KEYS before KEYS will install the bid-directional meter and the system can be operational. 4) All work must be completed by a licensed contractor and a permit must be issued and proof of inspection by the local authorities must be presented to KEYS prior to KEYS installing a bi-directional meter. 5) Operation of the renewable generation system, except for testing and inspection, prior to the new bi-directional meter being installed by KEYS is prohibited and may result in no credit for excess generation for periods of prior operation or in some cases for the customer actually paying for the excess generation that has been delivered back to KEYS. 6) Renewable generation systems require a disconnect switch. The disconnect switch should disconnect only the renewable source and not the entire customer service and it should be mounted separated from, but adjacent to the meter. It is important that the switch is easily accessed by KEYS (it should not be locked in a meter room), and that it is capable of being locked in the open position with a padlock from KEYS. If the switch is separate from the meter, it should be close to and readily accessible from the meter location. A sign noting the location of the disconnect switch should be installed at the meter to enable KEYS employees to easily locate the disconnect switch. The disconnect switch should also have a warning sign indication that both sides of the switch may be energized. 2 Technical Standard for Interconnecting Listed below are the required interconnection standards that must be adhered to in order for any customer to grid connect their Renewable Energy System to Keys Energy Services (KEYS). Standards: IEEE 929, Recommended Practice for Utility Interface of a Renewable Energy System, latest published edition. IEEE 1547, Standard for Interconnecting Distributed Resources with Electric Power Systems, latest published edition. IEEE 1547.1, Standard for Conformance Tests Procedures for Equipment Interconnecting Distributed Resources with Electric Power Systems, latest Published edition. IEEE P1547.2, Draft: Application Guide for IEEE 1547 Standard for, Interconnecting Distributed Resources with Electric Power Systems. IEEE P1547.3, Draft: Guide for Monitoring, Information Exchange, and Control of Distributed Resources Interconnected with Electric Power Systems UL 1741, Inverters, Converters, Controllers and Interconnection System Equipment for Use with Distributed Energy Resources, latest published edition. NFPA 70, National Electrical Code, latest published edition. Acceptance of Interconnection: Each Application and Renewable Energy System is evaluated individually and accepted or denied for Interconnection at KEYS’ discretion. Any Utility evaluation is from the perspective of the impact of the Interconnection on the Utility and its system. The Customer is solely responsible for ensuring the safe installation and operation of the Renewable Energy System. The Renewable Energy System shall not be interconnected until the requirements and process described in this Standard have been satisfied. The acceptance for interconnection is for the original applicant only. Subsequent owners or occupants of a site with an Interconnected Renewable Energy System must submit a new Application to KEYS. The existing customer assumes the responsibility of ensuring a new customer is aware that the new customer must reapply and obtain the Utility's written acceptance or the equipment must be removed or disabled to prevent future interconnection and/or operation. 3 Interconnect Cost: The Customer will bear all the cost of interconnection on the Customer’s side of the point of interconnection and on a case-by-case basis on all necessary changes or upgrades needed by KEYS to meet all technical and protection requirements to address any power quality, reliability or safety issues caused by the Renewable Energy System operation or connection to KEYS. Isolating or Disconnecting the Renewable Energy System: KEYS may isolate the Customer’s premises and/or Renewable Energy System from KEYS when necessary in order to construct, install, repair, replace, remove, investigate, or inspect any KEYS equipment or part of the Utility's system; or if KEYS determines that isolation of the Customer’s premises and/or Renewable Energy System from KEYS is necessary because of emergencies, forced outages, force majeure or compliance with prudent electrical practices. Whenever feasible, KEYS shall give the Customer reasonable notice of the isolation of the Customer’s premises and/or Renewable Energy System from the Utility. Notwithstanding any other provision of this Standard, if at any time KEYS determines that either the Renewable Energy System may endanger the Utility's personnel or other persons or property, or the continued operation of the Customer’s Renewable Energy System may endanger the integrity or safety of the Utility's electric system, KEYS shall have the right to isolate the Customer’s premises and/or Renewable Energy System from the Utility. KEYS may disconnect the Utility's electric service to any Renewable Energy System determined to be malfunctioning, or not in compliance with this Standard. The Customer must provide proof of compliance with this Standard before the electrical service will be reconnected. Access to and Operation of the Renewable Energy System: The Customer shall limit access to and operation of the Renewable Energy System to qualified persons and assumes the responsibility of maintaining control of the operation of the Renewable Energy System. Renewable Energy System Alterations: Changes to the Renewable Energy System output capacity and/or modification to the protection system are prohibited without submitting a new “Standard Interconnection Agreement for Customer-Owned Renewable Generation” and obtaining a new acceptance agreement from KEYS. Discontinuing Operation: The Customer shall notify KEYS prior to permanently discontinuing operation of the Renewable Energy System interconnected with KEYS. 4 Renewable Energy System, Inverter and Protective Equipment Technical Requirements General: KEYS may elect to visit the site and verify compliance with any requirement of these Standards. The Renewable Energy System can be single phase or three phase. Requirements: The Customer must certify the following requirements: NOTE: If the proposed Renewable Energy System has a "Florida State Certification", no other certification is required. The installation of the Renewable Energy System and all equipment in the system must comply with the latest published edition of IEEE 929, IEEE 1547, and IEEE 1547.1 as applicable. Future IEEE Standards and/or Recommended Practices: IEEE P1547.2 and P1547.3 are still proposed draft documents and still in working groups at the time of writing this Standard. Renewable Energy System interconnected after these standards are published May be required to comply with these IEEE documents. The Customer’s inverter or interconnection protection system must be tested and listed for compliance with the latest Published edition of Underwriters Laboratories, Inc. (UL) 1741. The Renewable Energy System must pass the anti-islanding test in UL 1741. The Customer’s inverter or interconnection protection system must be manufactured after 2005 Any protection settings affecting anti-islanding performance must not be adjusted after passing anti-islanding tests. The Renewable Energy System is a non-islanding type as defined in IEEE 929. Electrical Contractors and NEC Code Inspections: All installed wiring, protection devices, cabinets and connectors, etc. must comply with the latest published edition of the NEC as used by the local jurisdiction and all applicable local codes. An approved electrical inspection by the authority (city or county) is required. Isolation Device: An Isolation device after the meter is required, that is external and accessible to Keys Energy Services. The Isolation device is to be 5 placed adjacent to the meter or adjacent to the main disconnection point of the main electrical service. Keys Energy Services in its sole discretion determines if the device is suitable. Design drawings shall indicate such. Renewable Energy System Output Meter: All Renewable Energy Systems must have a meter installed at the customer’s expense to register the output of the system at a point before the interconnection to Keys Energy Services power grid. This installation will consist of a meter center and disconnect that will measure the output of the customers’ inverter. The meter and disconnect are to be located as close as possible to the main meter and disconnect for the entire house. See Diagram. This meter installation will require meter location by Keys Energy Services Engineering Department and inspection by the local electrical jurisdiction, Monroe County or City of Key West Inspector. All inspections must be submitted in a written form. Screens and Requirements for determination of GRID impact: The Utility industry is concerned about the potential backfeed into the utility Grid under certain conditions. In order to minimize the impacts, KEYS will limit the amount of PV systems that are installed on each feeder/lateral (part of the utility). KEYS has concerns if the accumulative Renewable Energy System total capacity for the feeder or lateral is over a certain level (i.e. 100kw). KEYS will evaluate each request and determine the impacts. KEYS shall have the sole discretion to not allow if it is in the best interest of the operation and safety of the neighboring customers and KEYS’ operational line personnel. Limitations of Utility Facilities: Secondary Service and Service Entrance Limitation: The Renewable Energy System capacity shall be less than the capacity of the Utility owned secondary, service and service entrance cable connected to the Point of Common Coupling. KEYS will make this determination after reviewing the Utility installed facilities. Transformer Loading Limitation: The Renewable Energy System shall not have the ability to overload KEYS transformer or any KEYS transformer winding beyond manufacturer or nameplate ratings. Integration with Utility Grounding: The grounding scheme of the Renewable Energy System shall comply with IEEE 1547. Balance Limitation: The Renewable Energy System shall not create a voltage imbalance of more than 3% in the Utility transformer. 6 Commissioning, Maintenance and Inspections General: The Customer or Customer’s authorized representative shall perform commissioning, and maintenance as required by the manufacture. All testing shall be documented and KEYS shall be granted the right to audit the documentation. KEYS reserves the right to require and witness testing of the Customer’s Renewable Energy System. The Customer’s Renewable Energy System is subject to routine inspection by a KEYS representative at a mutually agreeable time, as KEYS deems necessary. KEYS inspection and/or witnessing the testing of the Customer’s equipment shall not be construed as KEYS warranting or implying that the Customer’s equipment is safe or reliable. The Utility shall not be liable to the Customer or others as a result of inspection and witnessing of tests of the Customer’s Renewable Energy System or equipment. Commissioning: The manufacturer’s recommended and required commissioning, installation and functional tests shall be completed, with successful results, in accordance with the manufacturer’s published recommendations. Commissioning tests in IEEE 1547 shall also be completed with successful results unless these IEEE 1547 tests are duplications of the manufacturer tests. After obtaining the final electrical inspection, the Customer shall invite KEYS to the commissioning test and perform the test at a mutually agreed date but not later than 25 days after the invitation. Maintenance and Testing: Maintenance shall be performed in accordance with the manufacturer's published maintenance procedures. Periodic testing shall be completed with successful results in accordance with the manufacturer's published recommendations for periodic testing at, or before, the recommended testing intervals. If the manufacturer does not publish recommendations for periodic testing, suitable testing shall be performed that assures proper protection for KEYS, at an interval not to exceed two years. All test results shall be documented and available to KEYS for review upon request. Failure of Test: If a Renewable Energy System fails any test, it shall be disabled and the Isolation Device must be opened and locked open until the equipment is repaired. 7 Procedures for Interconnection Application: The Customer submits to KEYS an “Application for Interconnection of Customer-Owned Renewable Generation Systems” to Customer Accounts for processing. Impact Screens: KEYS will accept or reject the “Application for Interconnection of Customer-Owned Renewable Generation Systems” after reviewing the application and performing the screens outlined in this Agreement. If the application is rejected, the Customer may request that KEYS reconsider interconnection after deficiencies are corrected. If the application is accepted the process will continue. It may be necessary to visit the site to gather information on KEYS facilities or the Customer’s Renewable Energy System. KEYS will complete the Impact Screen process within 30 days (absent extenuating circumstances) of receipt of a completed “Application for Interconnection of Customer-Owned Renewable Generation Systems” Extenuating circumstances include, but are no limited to, Force Majeure, adverse weather conditions, and system emergencies. Execute Agreements: After all previous items in the process are complete; KEYS will provide the “Standard Interconnection Agreement for Customer-Owned Renewable Generation” and the Tri-Party Net Metering Power Purchase Agreement to the Customer within 10 days of the completion of the Impact Screens. Once the Customer returns the executed Agreement to KEYS, KEYS will execute the Agreement and return a copy to the Customer. Customer shall not interconnect the Renewable Energy System to KEYS Facilities unless both Agreements between Customer and KEYS has been executed by both parties. Installation and Inspections: The Customer shall notify KEYS at least (10) calendar days prior to initially placing Customer’s equipment and protective apparatus in service and KEYS shall have the right to have personnel present on the in-service date. The Customer installs the Renewable Energy System and the Customer is responsible for obtaining an approved electrical permit from the local governmental agency and inspection from KEYS having jurisdiction for the Renewable Energy System installation. The Customer shall request the inspector to forward a written copy of the approved inspection to KEYS Engineering Department prior to processing the Renewable Energy System interconnect request. Utility Facilities: At the Customer’s expense KEYS installs or alters the Utility facilities as necessary to accommodate the interconnection. Commissioning Test: The Customer performs the required commissioning test and forwards a confirmation letter to the Utility. The Customer shall invite KEYS 8 to the commissioning test and perform the test at a mutually agreed date and time if KEYS elects to attend. Completion of Application/Expiration Process: The application shall be valid for no less than one year once the Impact Screen process is completed. 9 APPLICATION FOR INTERCONNECTION OF CUSTOMER-OWNED RENEWABLE GENERATION SYSTEMS TIER 1 – Ten (10) kw of Less TIER 2 – Greater than 10 kw and Less Than or Equal to 100 kw TIER 3 – Greater than 100 kw and Less Than or Equal to 2 MW Note: These customer-owned renewable generation system size limits may be subject to a cumulative enrollment limit on net metering customers located within KEYS service area. Please refer to KEYS Net-Metering Rate Schedule. The Utility Board of the City of Key West electric customers who install customer-owned renewable generation systems (RGS) and desire to interconnect those facilities with KEYS system are required to complete this application. When the completed application and fees are returned to KEYS, the process of completing the appropriate Tier 1, Tier 2, and Tier 3 Interconnection Agreement can begin. This application and copies of the Interconnection Agreements may be obtained from Customer Program at KEYS’ offices at 1001 James Street. 1. Customer Information Name: Mailing Address: City: State: Phone Number: Email Address: Zip Code: Alternate Phone Number: Fax: KEYS Account Number: 2. RGS Information Facility Location: KEYS Account Number: RGS Manufacturer: Manufacturer’s Address: Reference or Model Number: Serial Number: 10 3. Facility Rating Information Gross Power Rating: (Gross power rating means the total manufacturer’s AC nameplate generating capacity of an on-site customer-owned renewable generation system that will be interconnected to and operate in parallel with KEYS distribution facilities. For inverter based systems, the AC nameplate generating capacity shall be calculated by multiplying the total installed DC nameplate generating capacity by 0.85 in order to account for losses during the conversion from DC to AC.) Fuel or Energy Source: Anticipated Date in Service: 4. Application Fee The application is based on the Gross Power Rating and must be submitted with this application. The non-refundable fee is for $320 for Tier 2 and $470 for Tier 3 installations. There is no application fee for Tier 1 installations. 5. Interconnection Study Fee For Tier 3 installations, a deposit in the amount of $2,500 will be paid along with this application in addition to the application fee referenced in article 4 above. This deposit will be applied toward the cost of an interconnection study. The customer will be responsible for actual costs of the study, not to exceed $2,500. Should the actual cost of the study be less than the deposit, the difference will be refunded to the customer. 6. Required Documentation Prior to completion of the Interconnection Agreement, the following information must be provided to KEYS by the customer. A. Documentation demonstrating that the installation complies with: 1. IEEE 1547 (2003) Standard for Interconnecting Distributed Resources with Electric Power Systems. 2. IEEE 1547.1 (2005) Standard Conformance Test Procedures for Equipment Interconnecting Distributed Resources with Electric Power Systems. 3. UL 1741 (2995) Inverters Converters, Controllers and Interconnection System Equipment for Use with Distributed Energy Resources. B. Documentation that the customer-owned renewable generation has been inspected and approved by local code officials prior to its operation in parallel with KEYS system to ensure compliance with applicable local codes. C, Proof of Insurance in the amount of: Tier 1: $100,000.00 Tier 2: $1,000,000.00 Tier 3: $2,000,000.00 Customer By: (Print Name) Date: (Signature) 11 STANDARD INTERCONNECTION AGREEMENT FOR CUSTOMER-OWNED RENEWABLE GENERATION Customer hereby gives notice of intent to operate and interconnect generating facility pursuant to the "Standard for Interconnecting Customer-Owned Renewable Generation (Interconnection Standard)". Permission to interconnect is not granted until an Interconnection Agreement has been executed between Keys Energy Services and the Customer. Section 1. Contact Information Customer (Name): ___________________________ Phone Number: ____________________ Service Address: _______________________ City: _____________State: ____Zip Code: _____ Daytime Phone Number: ________________ Alternate Phone / Cell Number ________________ Keys Energy Services Account Number: ______________________ R E S (Company Name): ___________________________ Phone Number: _______________ Mailing Address: _______________________ City: _____________State: ____Zip Code: _____ Electrical Contractor: ________________________ Phone number:_____________________ Electrical / Contractor license number(s) _____________________ Section 2. Renewable Energy System and Facility Information Total proposed aggregate Renewable Energy System output rating at this site (kW) please note the unit cannot exceed 90% of the Customer’s utility distribution service rating: ______________ Energy Source I Type Manufacturer Name Model Name & No. (Specific) Nameplate Rating (kW AC) Nominal Voltage (Volts AC) If the Customer-owned renewable generation system is subsequently modified in order to increase its Gross power rating, the Customer agrees to notify KEYS by submitting a new application specifying the modification at least thirty (30) calendar days prior to making the modification. Section 3. Installation Information Proposed Installation Date: ________________ Proposed Interconnection Date: _____________ 12 Section 4. Compensation for Purchase of Energy Excess customer-owned renewable generation shall be purchased in the form of a credit on the customer’s monthly energy consumption bill as outlined in the Net-Metering Service for Renewable Generating Facility Schedule NM1. The Utility’s tariff may be modified, changed or amended from time to time. Section 5. Right of Access Keys Energy Services authorized personnel will have access to the customers Renewable Energy System for the purpose of inspection and to insure the safe operation of the system when necessary. KEYS at its sole discretion will determine if the system is operating properly and shall have full authority to determine if the system should remain operational or to interrupt the system from interconnecting to KEYS distribution system. Section 6. Severability If any provision or portion of this agreement shall for any reason be held or adjudged to be invalid or illegal or unenforceable by any court of competent jurisdiction, such portion or provision shall be deemed separate and independent, and the remainder of this agreement shall remain in full force and effect. Section 7. Waiver No delay or omission in the exercise of any right under this Agreement shall impair any such right or shall be taken, construed or considered as a waiver or relinquishment thereof, but any such right may be exercise from time to time as often as may be deemed expedient. In the event that any agreement or covenant herein shall be breached and thereafter waived, such waiver shall be limited to the particular breach so waived and shall not be deemed to waiver any other breach hereunder. Customer Acknowledgement: By signing this agreement below, the customer hereby certifies that, to the best of the customer’s knowledge, all the information provided in the “STANDARD INTERCONNECTION AGREEMENT FOR CUSTOMER-OWNED RENEWABLE GENERATION” is true and correct, and that the Renewable Energy System will comply with the Interconnection Agreement and that the Customer has received and reviewed this agreement. Upon the acceptance by Keys Energy Services as evidenced by the signature of KEYS authorized representative appearing below, this document shall be an Agreement for the interconnection of the customer’s Renewable Energy System. Witness as to Customer Witness: Customer: _________________________ _______________________________ _________________________ By: _____________________________ Title (for Commercial) ______________________ Accepted: Keys Energy Services Witness as to Keys Energy Services: This _______ Day of ____________, 20___ _________________________ By: _____________________________ _________________________ Title: ____________________________ 13 Certification Renewable Energy System Company: ____________________________________________ Address:__________________________________________________________ Contact Numbers: __________________________________________________ We, _____________________________________as the Renewable Energy System (R.E.S.) company of record do here by certify the following: The interconnection protection system is tested and listed for compliance with the latest published Edition of Underwriters Laboratories (UL) 1741 including the anti-islanding test. The system (is/ will) be installed in compliance with IEEE 929 and or IEEE 1547 as applicable, all manufacturer Specifications, the National Electric Code and all local codes. No protection settings affecting Anti-islanding have been or will be adjusted or modified. R.E.S. Installation company representative: ________________________Date:______________ Keys Energy Customer Certification: I hereby certify that, to the best of my knowledge, all of the information provided in this Application is true and correct and the Renewable Energy System will comply with the Interconnection Standard Stated above. Signature of Customer: ___________________________________ Date: ________________ Note: A one-line (electrical drawing of installation) must be submitted along with this application. Keys Energy Review: Submitted Application to: (KEYS Representative) ______________________________________ Note: Only signifies receipt of this form. Keys Energy Services Final Approval for installation: Signed (Keys Energy Services Representative): _______________________________________ Date:_________________________ 14 Tri-Party Net Metering Power Purchase Agreement This Tri-Party Net Metering Power Purchase Agreement (this “Agreement”) is entered into this ____ day of _____________, 20______, by and between Florida Municipal Power Agency, a governmental joint action agency created and existing under the laws of the State of Florida, Utility Board of the City of Key West, DBA Keys Energy Services, (hereinafter “Utility”), and ___________________ __, a retail electric customer if Utility (hereinafter “Customer”). Customer Name Section 1. Recitals 1.01. Utility and Customer have executed Utility’s Standard Interconnection Agreement for Customer-Owned Renewable Generation System pursuant to which Utility has agreed to permit interconnection of Customer’s renewable generation to Utility’s electric system at Customer’s presently-metered location, and Customer has agreed to deliver excess electric energy generated by Customer’s renewable generation system to Utility’s electric distribution system; 1.02. Utility and FMPA have entered into the All-Requirements Power Supply Contract, dated as of July 7, 1997, (hereinafter the “ARP Contract”) pursuant to which Utility has agreed to purchase and receive, and FMPA has agreed to sell and supply Utility with all energy and capacity necessary to operate Utility’s electric system, which limits Utility’s ability to directly purchase excess energy from customer-owned renewable generation. 1.03. In order to promote the development of small customer-owned renewable generation by permitting Utility to allow its customers to interconnect with Utility’s electric system and to allow Utility customers to offset their electric consumption with customer-owned renewable generation, FMPA, in accordance with the terms and conditions of this agreement, has agreed to purchase excess customer-owned generation form utility customers interconnected to Utility’s electric system. NOW THEREFORE, for and in consideration of the mutual covenants and agreements set forth herein, the Parties covenant and agree as follows: Section 2. Interconnection 2.01. Customer shall not begin parallel operations with Utility’s electric distribution system until Customer has executed Utility’s Standard Interconnection Agreement for small Customer-Owned Renewable Generation and is in compliance with all terms and conditions therein. Utility shall be responsible for ensuring the customer-owned renewable generation is installed and operated in accordance with all applicable safety codes and standards. Utility shall establish and enforce terms and conditions of operation and disconnection of all interconnected customer-owned renewable generation. 15 Section 3. Metering 3.01. In accordance with Utility’s Standard Interconnection Agreement for CustomerOwned Renewable Generation, Utility shall install metering equipment at the point of delivery capable of recording two separate meter readings: (1) the flow of electricity from Utility to the Customer, and (2) the flow of excess electricity from the Customer to Utility. Utility shall take meter reading on the same cycle as the otherwise applicable rate schedule. Section 4. Purchase of Excess Customer-Owned Renewable Generation 4.01. Customer-owned renewable generation shall be first used for Customer’s own load and shall offset customer’s demand for Utility electricity. All electric power and energy delivered by Utility to Customer shall be received and paid for by Customer to Utility pursuant to the terms, conditions and rates of the Utility’s otherwise applicable rate schedule. 4.02. Excess customer-owned renewable generation shall be delivered to the Utility’s electric distribution system. For purposes of this Agreement, the term “excess customer-owned renewable generation” means kWh of electrical energy produced by the customer-owned renewable generation system that is not consumed by Customer and is delivered to Utility’s electric distribution system. FMPA agrees to purchase and receive, and Customer agrees to sell and deliver, all excess customer-owned renewable generation at the energy rate established by FMPA, which shall be calculated in accordance with Schedule A. Excess customer-owned renewable generation shall be purchased in the form of a credit on Customer’s monthly energy consumption bill form Utility. 4.03. In the event that a given monthly credit for excess customer-owned renewable generation exceeds the total billed amount for Customer’s consumption in any corresponding month, then the excess credit shall be applied to the subsequent month’s bill. Excess energy credits produced pursuant to the preceding sentence shall accumulate and be used to offset Customer’s energy consumption bill for a period of not more than twelve (12) months. 4.04. FMPA and Utility shall not be required to purchase or receive excess customerowned renewable generation, and may require Customer to interrupt or reduce production of customer-owned renewable generation, (a) when necessary in order to construct, install, maintain, repair, replace, remove, investigate or inspect and Utility equipment or part of the Utility electric system; or (b) if either FMPA or Utility determine, in their sole judgment, that curtailment, interruption, or reduction is necessary because of emergencies, forced outages, force majeure, or compliance with any applicable electric code or standard. Section 5. Renewable Energy Credits 5.01. Utility shall install, at Utility’s sole expense, metering equipment capable of measuring the total system output of interconnected customer-owned renewable generation 5.02. Customer shall offer FMPA a first right of refusal before selling or granting to any third party the right to the Green Attributes associated with its customer-owned renewable generation that is interconnected to ARP Participants electric distribution system. The Term “Green Attributes” shall include any and all credits, certificates, benefits, environmental attributes, emissions reductions, offsets, and allowances, however entitled, attributable to the generation of electricity from the customer owned-renewable generation and its displacement of conventional energy generation. Section 6. Term and Termination 6.01. This Agreement shall become effective upon execution by all parties, and shall remain in effect thereafter on a month-to-month basis until terminated by any party upon thirty (30) days written notice to all other parties. 16 6.02. This Agreement shall terminate immediately and without notice upon: (a) termination of the electric distribution service by Utility to Customer; or (b) failure by Customer to comply with any of the terms and conditions of this Agreement, the ARP Net Metering Policy, Utility’s Standard Interconnection Agreement for Customer-Owned Renewable Generation. Section 7. Miscellaneous Provisions 7.01. Assignment. It is understood and agreed that no party may transfer, sell, mortgage, pledge, hypothecate, convey, designate, or otherwise assign this Agreement, or any interest herein or any rights or obligations hereunder, in whole or in part, either voluntarily or by Operation of law, (including, without limitation, by merger, consolidation, or otherwise), without the express written consent of the other parties (and any such attempt shall be void), which consent shall not be unreasonably withheld. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding upon the parties and their respective successors and permitted assigns. 7.02. Indemnification. To the fullest extent permitted by laws and regulations, Customer shall defend, indemnify, and hold harmless FMPA and Utility, their officers, directors, agents, guests, invitees, and employees from and against all claims, damages, losses to persons or property, whether direct, indirect, or consequential (including but not limited to fees and charges of attorneys, and other professionals and court and arbitration costs) arising out of, resulting from, occasioned by, or otherwise caused by the operation or misoperation of the customerowned renewable generation, or the acts or omissions of any other person or organization directly or indirectly employed by the Customer to install, furnish, repair, replace or maintain the customer-owned renewable generation system, or anyone for whose acts any of them may be liable. 7.03. Governing Law. The validity and interpretation of the Agreement and the rights and obligations of the parties shall be governed and construed in accordance with the laws of the State of Florida without regard for any conflicts of law provisions that might cause the law of other jurisdictions to apply. All controversies, claims, or disputes arising out of or related to this Agreement or any agreement, instrument, or document contemplated hereby, shall be brought exclusively in the County or Circuit Court for Monroe County, Florida, or the United Sates District Court sitting in Monroe, Florida, as appropriate. 7.04. Enforcement of Agreement. In the event that either party is required to enforce this Agreement by court proceedings or otherwise, the prevailing party shall be entitled to recover all fees and costs incurred including reasonable attorney’s fees and costs for trial, alternative dispute resolution, an/or appellate proceedings. 7.05. Severability. To the extent any provision of this agreement is prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement. 7.06. Third Party Beneficiaries. This Agreement is solely for the benefit of FMPA, Utility, and Customer and no right nor any cause of action shall accrue upon or by reason, to or for the benefit of any third party not a formal party to this Agreement. Nothing in this Agreement, expressed or implied, is intended or shall be construed to confer upon any person or corporation other FMPA, Utility, or Customer, any right, remedy, or claim under or by reason of this Agreement or any of the provisions of conditions of this Agreement; and , all provisions, representations, covenants, and conditions contained in this Agreement shall insure to the sole benefit of and be binding upon FMPA, Utility, and Customer and their respective representatives, successors, and assigns. 17 IN WITNESS WHEREOF, Customer and Utility have executed this Agreement the day and year first above written. Utility Board of the City of Key West DBA Keys Energy Services By: _________________________ Title: _________________________ Date: _________________________ FLORIDA MUNICIPAL POWER AGENCY By: _________________________ Title: _________________________ Date: _________________________ Customer: ______________________ By: _________________________ (Signature) _________________________ (Print Name) _________________________ (Customer Account Number) Date: _________________________ 18 APPENDIX A All-Requirements Project Calculation of Excess Customer-Owned Renewable Generation Credit FMPA shall pay ARP Participant for the excess kWh energy delivered by customer-owned renewable generation to ARP Participant’s electric system. Every month, ARP Participant shall determine the total kWh of customer-owned renewable generation that is delivered to ARP Participant’s electric system, and shall send the information to FMPA as soon as it becomes available, but no later than the 2nd working day of every month. FMPA will then provide a monthly payment to ARP Participant in form of a credit on the ARP power bill for the excess energy delivered to the distribution grid. The ARP Renewable Generation Credit will be calculated as follows: ARP Renewable Generation Credit = Quarterly Energy Rate * Monthly kWh of excess customer-owned renewable generation Quarterly Energy Rate = 3 month average of ARP energy rate. FMPA will update the Quarterly Energy Rate every April 1, July 1, October 1 and January 1. As Part of the monthly bill adjustment, FMPA will also increase ARP Participant’s kWh billing amount by the same kWh amount as the customer-owned renewable generation purchased by FMPA. This adjustment is necessary because excess customer generation that flows onto ARP Participant’s system has been purchased by FMPA, but will remain on ARP Participant’s system and be used by ARP Participant to meet its other customers’ electric needs. As a result, ARP Participant’s monthly ARP bill will be adjusted accordingly to reflect FMPA’s subsequent sale of this energy to ARP Participant. 19