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RESOLUTION NO. 54 SERIES 2016 A RESOLUTION OF THE CITY OF LOUISVILLE, COLORADO APPROVING A CAPACITY COMMITMENT AGREEMENT AND RELATED AGREEMENTS WITH CLEAN ENERGY COLLECTIVE FOR SOLAR PRODUCTION CAPACITY TOTALING 1,000 KILOWATTS. WHEREAS, the City of Louisville, Colorado ("City") is a home rule municipality and political subdivision of the State of Colorado; and WHEREAS, Clean Energy Collective, LLC, is a Colorado limited liability company (the "Company") and is a Solar Service Provider in the business of developing Solar Energy Facilities that generate solar electricity that is sold to utilities in return for utility bill credits; and WHEREAS, Xcel Energy (the "Utility") has awarded to Company the right to develop certain Solar Energy Facilities in connection with the Utility's Solar Rewards Community Service program, whereby customers may sell generated solar electricity in return for utility bill credits issued by the Utility ("Solar Bill Credits"); and WHEREAS, City desires to commit to purchase from Company total nameplate production capacity of 1,000 kW in one or more or more of Company's Solar Energy Facilities (the "Capacity Commitment Agreement"), as such capacity becomes available and allocated to Customer and in accordance with the terms specified in the Capacity Commitment Agreement; and WHEREAS, the City Council desires to approve the Capacity Commitment Agreement and authorize the execution of such Agreement and other instruments associated with the City's commitment to purchase 1,000 kW of production capacity from the Company. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF LOUISVILLE, COLORADO: Section 1. That certain Capacity Commitment Agreement to purchase from Company total nameplate production capacity of 1,000 kW in one or more of Company's Solar Energy Facilities, as well as the related Solar Production Agreement that is Exhibit A in the Capacity Commitment Agreement, a copy of which Capacity Commitment Agreement accompanies this Resolution, is hereby approved. Section 2. The Mayor and City Manager, or either of them, is authorized to execute the Capacity Commitment Agreement and related documents, and the Mayor and City Manager, or either of them, are hereby further granted the authority to negotiate and approve such revisions to said Capacity Commitment Agreement and related documents as they determine are necessary or desirable for the protection of the City, so long as the essential terms and conditions of the Capacity Commitment Agreement are not altered. Section 3. The Mayor, City Manager, City Clerk and City Staff are further authorized to do all things necessary on behalf of the City to perform the obligations of the City under the Resolution No. 54, Series 2016 Page 1 of 2