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LOI For RVA Solar Fund PPA.2018.Nonprofit - Fillable

PPA LOI

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Richard Lucas
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© © All Rights Reserved
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0% found this document useful (0 votes)
396 views19 pages

LOI For RVA Solar Fund PPA.2018.Nonprofit - Fillable

PPA LOI

Uploaded by

Richard Lucas
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
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Non-Binding Letter of Intent (LOI)

for Solar Power Purchase Agreement (PPA)

Date of LOI

Expiration Date

Customer Name

Customer Contact Person & Title

Contact Person Telephone

Contact Person Cellphone

Contact Person Email Address

Customer Address

Size of Solar PV System (kW – DC) TBD - as shown in customer Solar Feasibility
Study (SFS) and subject to mutual agreement
after final engineering

Projected Completion Date of Project and Not later than eighteen (18) months after
Commencement of Services execution of Solar PPA Contract

Annual Cost of Solar Services TBD - as shown in customer Solar Feasibility


Study (SFS) and subject to mutual agreement
after final engineering

Facility Name and Location of System(s) See Exhibit D

Solar Feasibility Study (SFS) fee $100

Engineering Structural Analysis (ESA) TBD based on General Terms & Conditions
and/or ALTA land survey fee
Agreed to by:
For Customer For Secure Futures, LLC
BY: _________________________ BY: __________________________
Name (print)__________________ Name (print) Maggie M. Davison, COO
Date: ________________________ Date: __________________________

Corporate Office and Mailing Address: Other Offices: Phone: 877-333-3008


Secure Futures, LLC Secure Futures LLC www.securefutures.solar
11 E. Beverley Street Suite 19 409 E Main St Suite 200 info@securefutures.solar
Staunton, VA 24401 USA Richmond VA 23219 1
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

General Terms & Conditions


This Letter of Intent (“LOI”), entered into on the B. Roof Engineering Structural Analysis (ESA)
date above, is a non-binding agreement between and/or ALTA land survey
Customer and Secure Futures, LLC (“Secure
Following the customer’s review of the Solar
Futures”) (together “the Parties”), memorializing
Feasibility Study (“SFS”) and approval in
the mutual expression of good faith of the Parties
writing, by email or letter, to move forward to
to explore Secure Futures providing solar services
obtain, as appropriate, either
to the Customer under a 20-year binding Power
Purchase Agreement (PPA) in connection with its 1) a signed, stamped structural engineer’s
development of a solar photovoltaic (PV) project. letter and report establishing the adequacy of
roof(s) to support a solar array, necessary for
Purpose: Under this LOI the Parties intend to
continuing to develop the solar Power
explore the feasibility, through a Solar Feasibility
Purchase Agreement (“PPA”).
Study (“SFS”) and an Engineering Structural
Analysis (“ESA”), that will define the technical and Engineering Structural Analysis (ESA)
economic feasibility for a solar photovoltaic (PV) fee: per below
project on the Customer’s property. The SFS and
ESA will provide a preliminary scope of solar $250 per building if as-built structural
services, including solar array size and financial drawings for the roof(s) are provided in
arrangement under a solar Power Purchase digital format in advance to Secure
Agreement (“PPA”) such that Secure Futures Futures by the Customer.
and/or its special purpose LLC will finance, build,
own, operate, and maintain the solar PV system $450 per building without as-built
on the Customer’s property for 20 years, at no drawings or non-digital format drawings,
capital cost to the Customer, and with no plus travel time to/from Harrisonburg, VA
maintenance cost or performance risk to the for structural engineer to conduct site
Customer, all while maintaining roof warranties visits at $150 per hour.
for the Customer and providing energy cost
savings to the Customer from the first day of And / Or
operation.
2) an ALTA land survey prepared by a
Preliminary development of the Solar PPA: Under professional surveyor of the land to be used
this LOI, Secure Futures will conduct a: for a ground-mount solar array. Property plan
will include all underground utilities, rights-of-
A. Solar Feasibility Study (SFS):
way, and property lines and other information
A Solar Feasibility Study provides the
as per ALTA minimum standards.
Customer with an analysis of the potential
for solar e n e r g y p r o d u c t io n an d ALTA land survey fee: price TBD for
e n e r g y c o s t savings through a professional surveyor, and approved in
preliminary technical design of a proposed advance in writing or by email by the
system and a detailed economic analysis Customer.
identifying the benefits of solar generation
The Engineering Structural Analysis fee will be
in reducing the Customer’s electricity
credited towards Customer’s first year service
costs. If the result of our preliminary
fees under the Solar PPA for roof-mounted
economic analysis does not provide
systems, as will the cost of the ALTA survey
Customer with a net benefit of solar vs.
for ground-mounted systems.
grid electric rates, Secure Futures will
reimburse the full the cost of the SFS. If for any reason the Parties do not enter into
a Solar PPA, other than material breach of this
SFS associated fee: $100 LOI by Secure Futures, the LOI Fee(s) for ESAs
or ALTA surveys received by Secure Futures
are non-refundable.

LOI-2
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

Following completion of the engineering F. Project Completion Activities:


reviews, Secure Futures will present a
comprehensive report to the Customer with For informational purposes only, the general
recommendations. Following approval of the roles and responsibilities of each party
final analysis, Secure Futures and the throughout the various stages of project
Customer will review and approve completion are outlined in Exhibit A.
appropriate contracts for the Customer’s solar
Following execution of this LOI, Secure
services agreement.
Futures agrees to complete those services
C. Timeline: described in the Scope of Work attached as
Exhibit B.
For Secure Futures to secure the requisite
financing for the project and undertake the
G. Confidential Information:
additional actions necessary to develop the
Solar PPA that are time and resource
Unless otherwise waived, Customer and
dependent as Customer acknowledges, this
Secure Futures have entered into a mutual
LOI offer shall not be unlimited in terms of
Non-Disclosure Agreement, attached hereto
duration and accordingly Secure Futures
as Exhibit C and made a part of this
retains the right to withdraw the LOI Offer
Agreement, to address the confidentiality of
after the Offer Expiration Date as shown
proprietary and trade secret information that
above.
may be disclosed by the parties in the
development of the project and agreements
D. Solar PPA Rate:
described in this LOI.
Customer agrees to purchase solar electricity
at the rate of as shown in the Customer’s SFS.
It is mutually understood that this rate may be H. Definitive Agreements:
adjusted subject to final engineering and by
mutual agreement of Customer and Secure It is understood that this LOI is subject to the
Futures. ultimate execution of a comprehensive Solar
PPA contract that is acceptable in form and
E. Renewable Energy Credits (“RECs”):
substance to both parties and to the
Secure Futures will own all RECs for the full satisfaction of any other conditions stated
term of the Agreement. It is mutually herein or which may hereafter arise. With the
understood and agreed that this term may be sole exception of the “Confidentiality
adjusted subject to final engineering and by Information” clause, this LOI is a statement of
mutual agreement of Customer and Secure intent only and does not constitute a binding
Futures. obligation of the parties. It is understood that
the proposed transaction is subject to further
inquiry and investigation by the parties, their
agents, attorneys and others.

3
LOI-3
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

EXHIBIT A
DESCRIPTION OF PROJECT ACTIVITIES

The general parameters of the roles and responsibilities of Secure Futures and Customer
are described below. The following is intended to provide an overview of key areas of
activity for each party during each project phase, including during the term of this LOI,
and following execution of the SOLAR PPA, from project construction to operation. The
following is not intended as an all-encompassing list of responsibilities for each party.

Secure Futures Customer

I. Design phase

Solar Feasibility Study (SFS): Solar Feasibility Study (SFS):


Electricity bill analysis: Secure Futures will Contact information: Identify Customer
review the last 12-months of the representative(s) who will participate on
customer’s electricity bills for each site to project management team with Secure
understand the customer’s rate Futures and the solar Engineering,
schedule/framework, usage Procurement and Construction (EPC)
history/behavior and current grid company to provide Customer input on
component rates (i.e. demand, fuel, riders, contractual and technical matters as
etc.). needed.
Site analysis: Secure Futures’ technical Electric bills: Customer to provide 12
team will conduct a site review using months of actual electric bills (preferably in
satellite imagery and identify site(s), PDF format) for each facility to be analyzed.
possible access to electrical room(s), and Consent to Release Information: Written
possible interconnection point(s). Consent to Release Confidential Customer
Preliminary technical design: The site Usage- Related Information. See Exhibit E.
analysis will result in a preliminary technical Roof Information (as appropriate): Customer
design including engineering and site
to provide any available as-built structural
layout(s), approximate physical space of the roof drawings, a description of roof type,
array(s), and equivalent equipment/panels. age, engineer of record, roofer of record,
Preliminary economic analysis: Secure and roof warranty information for each
Futures will summarize the technical design facility to be analyzed.
of the system and the electric bill analysis; Land parcel information: (as appropriate).
calculate a projected solar service fee, net Address of property(ies) owned by
benefit of solar generation, and customer, and relevant information
cost/benefit analysis; and present these regarding rights-of-way, zoning, and land
findings for Customer’s review. use approvals.

Exhibit A-1 4
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

Capital Improvements plans for roofs of


each facility to be analyzed.
Engineering Structural Analysis and/or
Engineering Structural Analysis and/or
ALTA land survey:
ALTA land survey:
As applicable, provide Secure Futures with
Upon customer approval of initial SFS,
copies of a) digitized engineering drawings
engage structural engineering services for
for building roofs for each proposed rooftop
roof analysis as appropriate and/or for
solar project and/or contact information for
ALTA land survey.
the building design engineer and/or b) ALTA
Present to Customer detailed economic and surveys of land for ground-mounted
technical review for the project following solution.
structural analysis.
Contract Development: Contract Development:
Develop Solar PPA for review by Customer Negotiate solar PPA with Secure Futures.
and any other necessary project Provide audited financial statements at
agreements. Secure Futures’ request as may be required
Prepare investment prospectus for for investors and lenders.
accredited investors and lenders; respond Support Secure Futures as needed to
to due diligence requests of interested prepare interconnection permit applications
investors and lenders. and obtain approvals.
Work with one or more solar Engineering,
Procurement and Construction (EPC)
companies to obtain firm bids for design,
installation, and maintenance of the PV
system and to prepare preliminary
construction drawings and specifications.
Seek any and all needed construction and
electrical interconnection permits and
approvals, with the understanding that
significant delays or costs in securing such
permits would otherwise increase the
Customer’s cost of purchased power in the
solar PPA.

II. Development Phase

Present Customer with review draft of solar Work with Secure Futures to finalize and
PPA as mutually agreed, as well as final execute solar PPA.
draft for execution. Execute a 20-year lease for $1.00 per year

Exhibit A-2 5
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

Secure investment capital to develop and for land where solar PV systems (SPSs),
complete the project. including panels, monitors, and meters will
be installed, as well as 20-year solar access
Set up the limited liability company for the
guarantee.
project.
Finalize engineering and procurement bid Supply water and electrical during
review with suppliers and contractors. construction of PV system.
Supply high speed internet connection
during the solar PPA term for monitoring
system.
Obtain insurance rider on Customer’s
liability policy and property insurance
naming Secure Futures as an additional
insured for the solar power installation.
Commence any Customer site preparation
or required roof improvements, as needed.

III. Installation Phase

Secure all necessary permits for operating a Assist in site preparation and providing free
PV system. and clear access to site.
Enter into supply and construction
contracts.
Install Solar PV System to comply with all
standards of performance.
Test System to ensure that it is fully ready
and compliant for interconnection on
Customer’s side of the meter.

IV. Post-Installation Phase

Review and approve commissioning of the Provide free and clear access to site for
System. maintenance and monitoring, and to avoid
obstruction to the performance of the
Assist Customer in securing an executed
interconnection agreement with the local system.
utility company. Provide keys to building(s) and electrical
equipment rooms to ensure 24/7 access to
Provide Customer with access to the
equipment.
Project’s energy monitoring system
website.

Exhibit A-3 6
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

EXHIBIT B
LOI SCOPE OF WORK
Secure Futures agrees to provide the following services following written Customer
approval of Solar Feasibility Study:

1. For Roof Mounted Systems: Obtain signed, stamped engineering letter as to the
structural ability of the roof to hold the weight of the solar panels and any
supporting structural elements per building code; and

2. For solar PV ground-mounted system: review applicable ordinances and


permitting structure and advise, and obtain ALTA land survey by a professional
surveyor, paid for by the Customer.

Exhibit B-1
7
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

EXHIBIT C
MUTUAL NON-DISCLOSURE AGREEMENT

See below for MUTUAL NON-DISCLOSURE AGREEMENT Form

Exhibit C-1
8
Mutual Non-Disclosure Agreement

This Mutual Non-Disclosure and Non-Compete Agreement (this “Agreement”) is entered into

___________by and between Secure Futures, LLC (“SFLLC”), a Virginia corporation, with its
(date)

principal place of business at 11 E. Beverley Street, Suite 19, Staunton, VA 24401 and

______________________________________ , (“Counterparty”) a(n)


(name)

________________________________________________with its principal place of business at


(type of organization)

__________________________________________________________________________________
(address)
Each of SFLLC and Counterparty are hereinafter sometimes referred to individually as a “party” or
collectively as the “Parties”.

WHEREAS, the Parties desire to evaluate and engage in discussions concerning one or more potential or
existing business relationships between the Parties hereto (“Purpose”), and in connection with such discussions,
each party may disclose to the other party certain technical or business information which the Parties desire to treat
as confidential on the terms and subject to the conditions set forth in this Agreement.

NOW, THEREFORE, BE IT RESOLVED, that in consideration of the above recitals and the mutual covenants made
herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the Parties hereby agree as follows:

1. Definitions. 1.3 “Confidential Information” means any


1.1 “Representatives” include a party’s information disclosed on the Effective
Affiliates, as well as a party’s and its Date or after the Effective Date by
Affiliates’ directors, officers, either party and/or its Representatives
employees, agents and advisors to the other party and/or its
(including, without limitation, Representatives, either directly or
attorneys, accountants, consultants, indirectly, in writing, orally or by
bankers, financial advisors or lending drawings or observation of tangible
institutions). objects such as documents, prototypes,
samples, products and facilities,
1.2 “Affiliate” when used with reference to including, but not limited to, trade
a party hereto, means another person secrets, know-how and other
or entity that directly or indirectly, intellectual property or information
through one or more intermediaries, relating to the disclosing party’s
controls, is controlled by or is under business, operations, products,
common control with such party. technology, together with any and all
analyses or other documents prepared
by either party or any of their
Exhibit C-2
9
Representatives that contain or Confidential Information.
otherwise reflect any of the foregoing 3.2 Each party and its
information. Confidential Information Representatives receiving Confidential
shall not, however, include any
Information of the other party hereby
information that the receiving party
unconditionally and irrevocably
can demonstrate by documents,
covenants, represents, warrants,
records or other evidence that (i) was
promises and agrees that: (i) it will not
made generally available in the public take any action, either alone or in
domain prior to the time of disclosure
concert with any person, or engage in
by the disclosing party or its
any activity that could or would enable
Representatives or after the time of
it or such other person to compete
disclosure by the disclosing party or its
with the disclosing party using any of
Representatives through no action or the Confidential Information; (ii) it will
inaction of the receiving party or its not nor attempt to develop any such
Representatives, (ii) is already in the
competitive products or services using
possession of the receiving party or its
any of the Confidential Information; (iii)
Representatives at the time of
it will not nor attempt to reverse
disclosure by the disclosing party or its engineer, disassemble or otherwise
Representatives, (iii) is obtained by the duplicate, modify or enhance any of
receiving party or its Representatives
the disclosing party’s Confidential
from a third party without a breach of
Information or intellectual property;
such third party’s or the receiving
and (iv) it will provide the disclosing
party’s obligations of confidentiality,
party with written notice if it learns
(iv) is independently developed by the about any of the foregoing provisions
receiving party without use of or
(i) through (iii) no longer being in full
reference to the disclosing party’s
force and effect. Notwithstanding the
Confidential Information.
foregoing language, nothing contained
1.4 The Parties specifically agree that the herein shall affect, limit or restrict
SFLLC Solar Customer Self Generation either party's right to engage in any
Agreement (Solar CSGA™) includes business activity, in any place and at
SFLLC trade secret information and is any time, provided it does not use the
included within the definition of disclosing party’s Confidential
Confidential Information. Information in violation hereof.
2. Non-disclosure. The receiving party shall 3.3 INCLUDING THE WARRANTIES OF
not, and shall cause its Representatives not MERCHANTABILITY, FITNESS FOR A
to, disclose the Confidential Information of PARTICULAR PURPOSE AND NON-
the other party to third Parties or to the INFRINGEMENT.
receiving party’s Representatives, except to 4. No Obligation. Nothing herein shall obligate
those Representatives of the receiving party
either party hereto to proceed with any
who reasonably require such information
transaction or relationship between them, and
for the Purpose of this Agreement. each party reserves the right, in its sole
3. Maintenance of Confidentiality; Competitive discretion, to terminate any discussions
Activity. contemplated by this Agreement.
3.1 Each party and its Representatives shall 5. Limited Warranty. THE CONFIDENTIAL
use at least the same degree of care, INFORMATION IS PROVIDED “AS IS.” EACH
but no less than a reasonable level of PARTY MAKES NO WARRANTIES, EXPRESS,
care, and shall take at least those IMPLIED OR OTHERWISE, REGARDING ITS
measures that it takes to protect its SUFFICIENCY, ACCURACY, OR COMPLETENESS
own confidential information to FOR ANY PURPOSE,
protect the secrecy of and avoid 6. Limited Representations and Warranties. Each
disclosure and unauthorized use of the
party represents and warrants that it has full
Exhibit C-3
10
authority to enter into this Agreement, and that the foregoing shall not be construed as
this Agreement is a valid, legally binding and prohibiting a party from seeking injunctive or
enforceable agreement. Each party further other equitable relief in a court of competent
represents, warrants and covenants that it shall jurisdiction.
comply with all applicable laws, rules and 12. Publicity. Neither party shall, without the prior
regulations in performing its obligations under
written consent of the other party, disclose to
this Agreement.
any third party that discussions are taking place
7. Return of Materials. All documents and other or any other terms or facts concerning the
tangible objects containing or representing the potential or existing business relationship,
Confidential Information, and all copies thereof, including the status thereof; provided,
that contain or otherwise reflect any of the however, that either party may make any
foregoing information, shall be and remain the disclosure it believes in good faith that it is
sole property of the disclosing party and, upon required by applicable law or any listing or
the disclosing party’s written request, shall be trading agreement concerning its securities.
returned to the disclosing party or destroyed 13. Integration. This Agreement contains the
within 30 days of such written request.
complete and entire agreement among the
8. No License. Nothing in this Agreement is Parties as to the subject matter hereof and
intended to grant any rights to either party replaces and supersedes any prior or
under any patent, copyright, mask work right, contemporaneous communications,
trade secrets, or other intellectual property of representations or agreements, whether oral or
the other party, nor shall this Agreement grant written, with respect to the subject matter of
either party any rights in or to the Confidential this Agreement.
Information of the other party except as 14. Construction. The Parties acknowledge and
expressly set forth herein.
agree that this Agreement shall be construed as
9. Term. This Agreement and the obligations with if jointly prepared and drafted by both Parties
respect to Confidential Information set forth and that under no circumstances will any
herein shall continue for a period of two (2) provision hereof be construed for or against
years from the effective date of this either party due to that party’s actual role in
Agreement, provided that such termination the preparation or drafting of this Agreement.
does not change any continuing obligation Headings and subheadings used in this
hereunder for Confidential Information Agreement are for reference purposes only and
previously disclosed under this Agreement, shall not constitute any part of this Agreement.
which shall continue for a period of two (2) 15. Counterparts. This Agreement may be executed
years following any such termination or in one or more counterparts, and by the
expiration of this Agreement; provided that different Parties hereto in separate
receiving party acknowledges that its
counterparts and delivered by facsimile and/or
obligations under this Agreement with respect
by electronic scanning and email, each of which
to trade secrets of disclosing party shall remain
when executed shall be deemed to be an
in effect for as long as such information shall
original but all of which taken together shall
remain a trade secret under applicable Virginia constitute one and the same agreement.
law.
16. Severability. If one or more of the provisions of
10. Survival. Each party’s rights and obligations
this Agreement shall be found, by a court with
hereunder with respect to any Confidential proper jurisdiction, to be illegal, invalid or
Information of the other party does not change unenforceable, it shall not affect the legality,
any continuing obligation hereunder for
validity or enforceability of any of the remaining
Confidential Information previously disclosed
provisions of this Agreement. The Parties agree
under this Agreement.
to attempt to substitute for any illegal, invalid
11. Governing Law. This Agreement shall be or unenforceable provision a legal, valid or
governed by the laws of the Commonwealth of enforceable provision that achieves to the
Virginia, without reference to conflict of laws greatest extent possible the economic
principles thereto. For the avoidance of doubt, objectives of the illegal, invalid or
Exhibit C-4
11
unenforceable provision. 22. Notices. All notices, requests and demands
17. Amendments. This Agreement shall not be which either party is required or may desire to
modified, supplemented, qualified or give to the other party under this Agreement
must be in writing and delivered to such party
interpreted by any trade usage or prior course
at the applicable address. Either party may
of dealing not made a part of the Agreement by
designate by written notice to the other Party
its express terms. Terms on either party’s
any other address during the Term of this
standard forms will not modify or override the
terms of this Agreement unless acknowledged Agreement. Each notice, request and demand
sent under this Section shall be deemed
as an addition or amendment to this
delivered or made as follows: (a) if sent by hand
Agreement in writing and signed by both
delivery, upon delivery; and (b) if sent by mail
Parties. The failure to refer to this Agreement in
or delivery service, upon the earlier of the date
related purchase order, invoices, and
quotations exchanged by the Parties will not of receipt or five (5) business days after deposit
per se affect the governance of this Agreement. in the mail with first class postage prepaid.

18. Waiver. Either party’s failure to exercise a right If to SFLLC:


or remedy, or such party’s acceptance of a Secure Futures, LLC
partial or delinquent payment, shall not Attn: Maggie Davison
operate as a waiver of any of such party’s rights 11 E. Beverley St., Suite 19
or the other party’s obligations under this Staunton, VA 24401
Agreement and shall not constitute a waiver of
such party’s right to declare an immediate or a
subsequent breach. If to Counterparty:

19. Assignment; Successors. Except as provided ___________________________________


herein, neither party shall assign Agreement.
Neither party shall act as an agent of the other, Attn:
nor shall it be entitled to enter into any
agreements or incur any obligations on behalf _______________________________________
of the other party. No form of joint employer, _______________________________________
joint venture, partnership, or similar _______________________________________
relationship between the Parties is intended to _______________________________________
be created by this Agreement.
23. Attorneys’ Fees and Expenses. In the event of
20. No Third-party Beneficiaries. This Agreement is
the institution of legal proceedings by either
made and entered into for the sole protection party to enforce any and all terms of this
and benefit of the Parties hereto and their Agreement, the prevailing party shall be
respective permitted successors and assigns, entitled to recover the reasonable expenses
and no other person or entity shall be a third- associated therewith, including but not limited
party beneficiary of, or have any direct or to costs and reasonable attorneys’ fees and
indirect cause of action or claim in connection expenses.
with this Agreement.
21. Relationship. The Parties are, and intend to be,
independent contractors with respect to the
services described in this Agreement. Neither
party shall act as an agent of the other, nor
shall it be entitled to enter into any agreements
or incur any obligations on behalf of the other
party. No form of joint employer, joint venture,
partnership, or similar relationship between the
Parties is intended to be created by this
Agreement.

Exhibit C-5
12
IN WITNESS WHEREOF, by signing below, the Parties hereby agree to the above terms and conditions of this
Agreement and intend to be legally bound thereby.

Secure Futures, LLC: Customer Name: :

By:_______________________________ By:

Print name:
Print name: Maggie M. Davison

Title: Chief Operating Officer Title:

Date: Date:

Exhibit C-1
13
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

EXHIBIT D
FACILITY NAME and LOCATIONS
Costs
Engineering Engineering
Structural Structural
Solar Analysis Analysis ALTA
Feasibility with Digital without land
# Facility Name Facility Location Study Plans Digital Plans* survey

1 $100 $250 $450* TBD*

10

Estimated Total $100


*See General Terms and Conditions for more information of additional costs

(If more than 10 sites please use additional copies of this Exhibit D)

Exhibit D-1

14
Non-Binding Letter of Intent (LOI)
for Solar Power Purchase Agreement (PPA)

EXHIBIT E
See below for Dominion Energy Voluntary Authorization to Release Customer Information Form

Exhibit E-1

15
Written Consent to Release Confidential Customer Usage-
Related Information to a Third Party and/or Authorize a Third
Party to take Certain Account Actions
Dominion Energy Virginia / Dominion Energy North Carolina (Dominion) is committed to safeguarding
the security and privacy of your account-related information, including billing records, billing history
and electricity usage data (collectively, “Usage-Related Information”).

Dominion Energy will safeguard your confidential Usage-Related Information unless you provide
advance written consent expressly authorizing Dominion Energy to release your Usage-Related
Information to third parties. Therefore, if you would like to provide Dominion Energy with your consent
to release your Usage-Related Information to a third party, please complete Section A of the enclosed
Voluntary Authorization to Release Customer Information.
If you also would like to authorize the same third party to take certain actions concerning your account
service(s), please complete Section B of the form. Only limited actions can be authorized using this
form. To authorize a third party to take other actions, you will need to provide a power of attorney.
Please refer to Section B for more information on the actions you may authorize on this form.

Complete Section C to indicate the duration of your consent.

After completing the applicable sections of the form, please review and sign Section D, initial the
form on each page where indicated.

Email form to: Customer_ServiceCC@domenergyvanccc.com

Or mail to:
Attn: Customer Account Management Department
Dominion Energy
2700 Cromwell Drive
Norfolk, VA 23509

This form must be completed in its entirety and signed and initialed by the Account Holder or by
someone with legal authority to bind the Account Holder.

You can view your electric usage securely online by visiting www.dominionenergy.com/mya and logging
on to Manage Your Account.

If you are a Key Account Customer, you can securely view electric usage on line by visiting
www.dominionenergy.com/large-business/key-accounts and logging on to the Key Account Customer
website.
Should you need to establish a User ID and Password for access to the Key Account Customer website
please contact your Key Account Manager.

16
VOLUNTARY AUTHORIZATION TO RELEASE CUSTOMER INFORMATION

A. RELEASE OF INFORMATION. To provide your consent for Dominion Energy Virginia / Dominion
Energy North Carolina (“Dominion”) to release your customer Usage-Related Information (as defined
below) to a third party, please complete this section.

This Authorization provides my consent to Dominion Energy to release the following information to the
Authorized Party: All billing records, billing history, and usage-related data (collectively, “Usage- Related
Information”) collected by the meter installed at my residence or place of business during the time my account is
active; to the extent such data is available in Dominion Energy’s billing system.

Voluntary Authorization to Release Customer Usage-Related Information to a Third Party


I hereby provide my express written consent and authorization for Dominion Energy to release
my utility customer account Usage-Related Information for the account(s) listed below to:

Authorized Party: Secure Futures, LLC.

Address: 11 E. Beverley St. Suite 19 Staunton, VA 24401

Telephone Number: 877-333-3008

Fax Number:

Email Address: andrew@securefutures.solar

Dominion Energy Account Number(s) Included in this Authorization:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

Account Number: Name on Account:

1
Initials of Person Providing Consent: _____ __
Date: ____ _ _
17
B. AUTHORIZATION TO TAKE ACTIONS ON ACCOUNT. If you also want to authorize the same Authorized Party to
take certain actions concerning your account(s) listed in Section A, please complete and initial Section B below:

_ __ _ (Account Holder Initials) I hereby authorize the Authorized Party to take the following actions
concerning my account(s): (check all that apply)

☐ Request rate analysis/rate comparison


☐ Request rate changes
☐ Request a User ID and temporary password for the Dominion Energy Key Customer Website to
obtain an Interval Data Report (IDR)
☐ Request a Profile Data Summary Report (Key Account Customers)

Please note: To authorize a third party to take other actions, including execution of contracts for service,
opening/closing accounts, and/or terminating electric service on your behalf, you will need to provide a valid Power
of Attorney.

C. EXPIRATION/TERMINATION OF AUTHORIZATION. Please complete this section to specify how long you want
your authorization in Section A (and B, if applicable) to remain in effect:

This Authorization is Valid Until:

(Account Holder must initial one of the following) *

_____________Date Specific - One Year Maximum – Requests for Usage-Related Information and/or for the actions
specified above will be accepted and processed each time requested from the date of execution of this
Authorization until 12/31/2018.

___________Two Years – Requests from the Authorized Party for Usage-Related Information and/or for the
actions specified above will be accepted and processed each time requested within the 24-month period from the
date of execution of this Authorization.

X Three Years – Requests from the Authorized Party for Usage-Related Information and/or for the actions
specified above will be accepted and processed each time requested within the 36-month period from the date of
execution of this Authorization.

*Please note: This authorization will NOT terminate automatically if the specified Dominion Energy account(s)
close(s) before the end of the authorization period. You may revoke this Authorization by providing written notice to
Dominion Energy at the address in Section D.

2 Initials of Person Providing Consent: _____ __

Date: ____ 18
_ _
D. ACKNOWLEDGEMENT AND SIGNATURE

I hereby affirm that I have the authority to make and sign this Authorization as account holder of record
for the Dominion Energy account(s) listed above, or that I am a corporate officer or management employee fully
and duly authorized to make and sign this Authorization on behalf of the Dominion Energy business account listed
above. I understand that Dominion Energy reserves the right to verify any authorization request submitted before
releasing information or taking any action on my behalf.

I understand that by providing my written consent, I am authorizing Dominion Energy to release the
requested information on the account(s) listed above to the Authorized Party listed above, and that Dominion
Energy will not be responsible or liable in any way for the third parties’ use and security of my Usage-Related
Information or actions taken on my behalf with regard to the account(s) pursuant to this Authorization. I further
understand that it is my responsibility to ensure that the third parties will safeguard my Usage- Related Information
on receiving such information from Dominion Energy. I hereby release, hold harmless, and indemnify Dominion
Energy from any liability, claims, demands, causes of action, damages, or expenses resulting from: 1) any release of
information pursuant to this Authorization; 2) the unauthorized use of this information by the Authorized Party;
and 3) any actions taken by the Authorized Party pursuant to this Authorization. I understand I have the right to
revoke this Authorization at any time by providing further written notice to Dominion Energy at the following
address:

Attn: Customer Account Management


Dominion Energy Virginia / Dominion Energy North Carolina
2700 Cromwell Drive
Norfolk, VA 23509

As evidenced by my initials at the bottom of each page of this Authorization, I hereby acknowledge that I
have read and understand the contents of this Authorization, and that I am voluntarily signing this Authorization.

Signature Mailing Address

Title (if applicable) Email Address

Print Name Date

HAVE YOU INITIALED AND DATED EACH PAGE OF THIS FORM?

3 Initials of Person Providing Consent: _____ __

Date: ____ 19
_ _

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