This Virtual Power Purchase Agreement template is designed for use in corporate renewable energy procurement within the United Arab Emirates legal framework. It is particularly relevant for organizations seeking to meet sustainability goals and manage electricity costs without physically receiving power from a renewable energy facility. The agreement establishes a financial settlement structure where the corporate buyer agrees to a fixed price for electricity, settling the difference against market prices with the project developer. This document incorporates UAE-specific regulatory requirements, including compliance with local energy laws and regulations, while addressing key commercial terms such as settlement mechanisms, environmental attributes, and risk allocation. It is suitable for both conventional corporate buyers and those requiring Sharia-compliant structures, with flexibility to accommodate various renewable energy technologies and project sizes.
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1. Parties: Identification of the parties entering into the VPPA
2. Background: Context of the agreement, including project overview and parties' intentions
3. Definitions and Interpretation: Defined terms, rules of interpretation, and calculation principles
4. Term and Conditions Precedent: Duration of agreement and conditions that must be met before agreement becomes effective
5. Project Requirements: Specifications of the renewable energy project, including capacity and technology type
6. Settlement Obligations: Core VPPA settlement mechanics, including strike price and calculation methodology
7. Metering and Reporting: Requirements for measuring and reporting energy production
8. Payment Terms: Timing and mechanics of settlements, including currency and payment method
9. Environmental Attributes: Treatment of renewable energy certificates and other environmental benefits
10. Force Majeure: Events excusing performance and associated procedures
11. Default and Termination: Events of default, cure periods, and termination rights
12. Liability and Indemnification: Allocation of risks and liability between parties
13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
14. Confidentiality: Protection of confidential information and permitted disclosures
15. Boilerplate Provisions: Standard contract provisions including notices, amendments, and assignment
1. Forecasting and Scheduling: Required when the project needs specific production forecasting requirements
2. Credit Support: Include when parties require security for payment obligations
3. Change in Law: Detailed provisions for regulatory changes, particularly relevant in emerging renewable markets
4. Market Disruption: Include for markets with potential electricity market structure changes
5. Insurance: Detailed insurance requirements if not covered in project agreements
6. Local Content Requirements: Include if project must meet UAE local content requirements
7. Sharia Compliance: Required for Islamic finance structures or when parties require Sharia compliance
8. Carbon Pricing Mechanisms: Include if carbon credits or pricing are relevant to the agreement
1. Project Specifications: Technical details of the renewable energy project
2. Settlement Calculations: Detailed methodology for calculating settlement amounts
3. Metering Specifications: Technical requirements for metering and monitoring
4. Form of Guarantees: Templates for any required guarantees or security
5. Contract Prices: Strike price and any adjustment mechanisms
6. Operating Parameters: Performance standards and operational requirements
7. Form of Reports: Templates for required operational and settlement reports
8. Key Milestones: Project development and operation timeline
9. Notices: Contact details and notice requirements for all parties
10. UAE Compliance Requirements: Specific local law compliance requirements
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