Resolution 2016-54 - Laserfiche WebLink

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7.2. In this regard, Buyer shall make monthly payments to Seller under this Agreement in an amount (the "Monthly Payment Amount") equal to (1) the Buyer's Allocation of the amount of electricity delivered by the Solar Energy Facility to the Facility Meter during a Production Month, multiplied by (ii) the price per kWh in effect during the year in which the Production Month occurs as set forth In the Appendix B Price List. 7.3. The Monthly Payment Amount shall be due by the sixtieth (60th) day after the end of the Production Month. Seller shall provide Buyer with an invoice showing the Monthly Payment Amount within thirty (30) days following the end of the Production Month. 7.4. The Monthly Payment Amount does not include taxes. The term "taxes" includes any federal, state, and local ad valorem, property, occupation, generation, privilege, sales, use, consumption, excise, or transaction tax, and other taxes, regulatory fees, surcharges, or other similar charges, which shall be Buyer's responsibility, but does not include any income taxes imposed on Seller's revenues due to the sale of Buyer's Solar Interest to Buyer under this Agreement, which income taxes are solely Seller's responsibility. 7.5. Any payment due Buyer under this Agreement but not paid when due shall bear interest from the due date until paid at the rate of 1.5% percent per month, or the highest rate allowed by law, whichever is lower. 7.6. This Agreement is subject to Colorado Revised Statutes Section 29-12.5-103 as an exception to debt limitations. Should a court determine that such section does not apply to this Agreement, then payment obligations in future fiscal years are subject to annual appropriation and nothing herein shall constitute or give rise to an Indebtedness or multi -fiscal year obligation within the meaning of any constitutional, statutory, or home rule debt limitation. 8. Operations and Maintenance of the Solar Energy Facility. Beginning on the Commercial Operations Date through the end of the Term, Seiler will be responsible for the operation and maintenance of the Solar Energy Facility, as follows: 8.1. Operations and Maintenance Services. Seller will operate the Solar Energy Facility, and provide customary maintenance services designed to keep the Solar Energy Facility in good working condition. Seller will use qualified personnel to perform such services in accordance with industry standards, and will pay such persons reasonable compensation for performing such services. Seller will initially appoint or have appointed Energy Equipment Limited as property manager to operate and maintain the Solar Energy Facility. 9. Change of Utility Service Location. 9.1. Providing Advance Notice. Buyer agrees to provide Seller with ninety (90) days advance notice of any change which may cause Buyer to not be the Utility's customer for the Utility Service Location. 9.2. New Location Within Utility Service Territory. Buyer agrees that if Buyer shall cease to be Utility's customer at the Utility Service Location and within thirty (30) days thereof move to a new location within the service territory of Utility, that Buyer will take all steps and provide all information required by Utility under the Program to substitute Buyer's new service location as the Utility Service Location under this Agreement, and this Agreement shall continue in effect. Buyer acknowledges that if the Utility Service Location or any new service location exceeds the Program Limit set forth in Schedule C or otherwise does not comply with the Utility's requirements, Buyer's ability to participate in the Program may cease or be limited in accordance with Program requirements. 9.3. Other Termination of Utility Service. If Buyer ceases to be a Utility customer for electric service at the Utility Service Location and does not comply with Section 9.2 within the time period set forth in therein, then Buyer will continue to pay Seller the Monthly Payment Amount until end of Page 8 of 17