MODEL POWER PURCHASE AGREEMENT BETWEEN JAMMU AND KASHMIR POWER DEVELOPMENT DEPARTMENT AND. M/s (IPP)

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1 MODEL POWER PURCHASE AGREEMENT BETWEEN JAMMU AND KASHMIR POWER DEVELOPMENT DEPARTMENT AND M/s (IPP) J&K STATE HYDROELECTRIC PROJECTS DEVELOPMENT POLICY

2 POWER PURCHASE AGREEMENT BETWEEN JAMMU AND KASHMIR POWER DEVELOPMENT DEPARTMENT AND (IPP) This power purchase agreement, hereinafter referred to as Agreement entered into on this day of between Jammu and Kashmir, Power Development Department, hereinafter referred to as J&KPDD (which expression shall unless repugnant to the context or meaning thereof, include its successors in-office or permitted assigns as party of the First Part) And (IPP) hereinafter referred to as IPP, (which expression shall unless repugnant to the context or meaning thereof, include its successors in-office or permitted assigns as party of the Second Part). Whereas is a Generating Station owned and operated by (IPP), established under Companies Act 1956 desirous of sale of power to J&KPDD and J&KPDD is also agreeing to purchase power from the said Generating Station. Now, therefore, in consideration of the premises & mutual covenants and conditions set forth herein, it is hereby agreed by and between the parties hereto as follows: 22

3 1.0 DEFINITIONS The words/expressions used in this agreement, unless repugnant to the context shall have the same meanings as respectively assigned to them in the J&K Electricity Act 2010 as amended from time to time and the Act that would come into force as a substitute of otherwise to the above state Act. The words/expressions mentioned below shall have the same meaning as respectively assigned to them hereunder. :- I). Month means the English Calendar month. II). Year means financial year beginning on 1 st April and ending on 31 st March. III). Energy means the electrical energy. IV). Power means the electrical power. V). LC means irrevocable revolving letter(s) of Credit. VI). CEA means Central Electricity Authority. VII). J&KSERC means J&K State Electricity Regulatory Commission. VIII). GoI means Govt of India. IX). GoJK means Govt of Jammu & Kashmir. X). IEGC means Indian Electricity Grid Code. XI). MoP Ministry of Power. XII). Outage means the state of component when it is not available to XIII). NRPC perform its intended function(s) due to some event directly associated with that component. means Northern Regional Power Committee. XIV). EA means periodic energy account including amendments thereof, if any, prepared by JKSLDC showing the details of para drawn from the said generating station. XV). SLDC means State Load Dispatch Centre, an apex body to ensure integrated operation of the power system in the State. XVI) Generating Station XVII) JKEGC means the designated hydel power station of the IPP. means Jammu & Kashmir Electricity Grid Code. 23

4 2.0 INSTALLED CAPACITY AND ALLOCATION OF POWER 2.1 The installed capacity of Generating project is MW. The installed capacity is however, subject to de-rating/uprating of the generating units as determined from time to time as per the guidelines of CEA. 2.2 The allocation of power from the said station to the J&KPDD shall be MWs viz-a-viz installed capacity. 3.0 GENERAL OBLIGATIONS 3.1 The energy to be supplied under this Agreement shall be in the form of three phase 50 Hz alternating current at a voltage of Kv. The frequency and voltage shall be subject to fluctuations as per provisions contained in IEGC /J&KEGC and as amended from time to time. 3.2 EVACUATION OF POWER FROM THE GENERATING STATION Evacuation point shall be KV Bus of (interconnection point). Evacuation of power from the KV bus-bars of designated station shall be through the transmission system of the IPP up to the interconnection point and injected at interconnection point to J&KPDD system. The energy injected at the interconnection point shall be metered for energy accounting. 4.0 METERING ARRANGEMENTS Metering arrangements including its installation, testing, maintenance and collection transportation and processing of data required for energy exchange shall be governed as per the notification /directives issued by the SERC from time to time and as per relevant provisions contained in the IEGC as amended from time to time. 5.0 ACCOUNTING OF ENERGY 5.1 The quantum of energy sold to the J&KPDD out of the energy available for sale shall be the energy as indicated in the EAs issued by the J&KSLDC. The EAs including amendments, if any, as issued by the SLDC shall form the basis for billing purposes and shall be binding on both the parties. 6.0 TARIFF 6.1 The tariff to be charged and its associated Terms and Conditions for the energy to be supplied by IPP to J&KPDD from the designated station shall be as per Tariff determined/regulations issued by the JKSERC from time to time. 24

5 6.2 In case a new tariff for the period beyond the period mentioned in the previous tariff notifications/orders/direction of the Competent Authority is not finalized before that date, the J&KPDD shall pay to the IPP for the power supplied from the Station beyond this date on adhoc/provisional basis as per the directions/instructions/orders of JKSERC. 7.0 BILLING 7.1 IPP shall prepare bill(s) for the energy supplied to J&KPDD on the basis of EAs issued by SLDC, and J&KPDD shall accept these bills for payment. 7.2 In case J&KPDD has any objection as to the accuracy of any bill(s), it shall lodge a written objection with IPP within 45 days on the presentation of such bill(s). On such objection being upheld by IPP, the same shall be rectified within a period of 30 days from the date of receipt of written objection and necessary effect to the same shall be given in the subsequent bill(s). 7.3 The settlement of all disputed dues shall be governed as per the directions of JKSERC / GoJK, as issued from time to time. 8.0 PAYMENT Payment of bills for supply of power from the Station shall be made by the J&KPDD through a confirmed revolving irrevocable letter of credit to be established in favour of IPP for an amount equivalent to 105 percent of the average monthly billing of preceding 12 months with appropriate bank as mutually acceptable to the parties. The LC shall be kept valid all the time during the validity of this Agreement or extended period thereof. The amount of LC shall be reviewed quarterly. IPP shall intimate the revised amount of LC, one month in advance of start of the quarter. If the amount of energy supplied is more than the amount of LC, the payment of excess amount shall be made by the J&KPDD directly on presentation of such bill(s). All the bank charges shall be borne by the J&KPDD. 8.2 IPP shall present bill(s) to the said Bankers with a copy to the J&KPDD. The bill(s) so presented by IPP to the said Bankers shall be promptly paid on their presentation. 9.0 SURCHARGE ON LATE PAYMENT AND REBATE: 9.1 The provision for levy of surcharge and rebate shall be governed as per 25

6 notification/directives/guidelines issued by the CERC/ J&KSERC from time to time. 9.2 Notwithstanding what is contained above, if the bill(s) are not paid by J&KPDD to IPP within 60 days from the date of billing, IPP shall have the option to regulate the supply of energy to the J&KPDD in accordance with the directives/guidelines issued by JKSERC from time to time ARBITRATION: 10.1 All questions, differences or disputes between the parties arising out of or in connection with this Agreement save and except as provided under clause 5.0 of this Agreement to the extent of power vested with the JKSLDC, shall be settled through arbitration in accordance with the provisions of the Jammu & Kashmir Arbitration and Conciliation Act, 1997 and any statutory modifications thereto. However before referring the matter to arbitration, efforts shall be made by the parties to settle the dispute through reconciliation In the event of such questions, differences or disputes between the parties, any party may by a written notice of 30 days to the other party, request for appointment of Sole Arbitrator to be decided mutually by the parties and in case of disagreement within 15-days thereafter to be decided by the JKSERC. The sole Arbitrator either mutually agreed by the parties or decided by JKSERC shall be provided with the reference of dispute between the parties for adjudication. The decision of the Arbitrator shall be final and binding on both the parties. The venue of the arbitration proceedings shall be decided by the Arbitrator within the state of J&K. The High Court of J&K shall have exclusive jurisdiction in all matters arising under this agreement The Arbitrator shall reasonably decide his fee. However, the Arbitrator's fee and cost of arbitration proceedings shall be borne equally by both the parties. The Arbitrator shall publish the award within a reasonable time Notwithstanding the existence of any question, dispute and difference referred to arbitration, the parties hereto shall continue to perform their respective obligation under this agreement. 26

7 11.0 FORCE MAJEURE 11.1 Both the parties shall ensure compliance of the terms of this Agreement. However, no party shall be liable for any claim for any loss or damage whatsoever arising out of failure to carry out the terms of this Agreement to the extent that such failure is due to force majeure events such as war, rebellion, hostilities, riots, civil commotion, lock outs, fires, explosions, flood, drought, cyclones, lightning, earthquakes or because of any law and order, proclaimatory regulations or ordinance of Government or any act of God, But any party claiming the benefit of this clause shall satisfy the other party of the existence of such event(s). As soon as the cause of Force Majeure has been removed, the party whose ability to perform its obligation has been affected shall notify the other party the actual delay occurred on account of such event(s). Force Majeure shall not include: Any event which is caused by the negligence or intentional action of a party or such party s agents or employees. Any event which a diligent party could reasonably have been expected to avoid or overcome in the arrying out of its obligation hereunder Duration of Agreement This Agreement shall come into force from the date of signing of this Agreement and shall remain operative for 35 years from the commercial operation date of the last unit of designated station provided that this Agreement may be mutually extended, renewed or replaced by another agreement on such terms and for such further period of time as the parties may agree to. However, the provisions of the Agreement shall continue to operate till this Agreement is formally renewed extended or replaced Notices: All notices required or referred to under this Agreement shall be in writing signed by the authorities mentioned herein below unless otherwise notified.. such notice shall be deemed to have been duly given, if delivered, or sent by registered mail with an acknowledgement due to the 27

8 other party. J&KPDD Chief Engineer (Commercial & Survey) PDD, J&K, Gladni Grid Station, Narwal, Jammu IPP IMPLEMENTATION OF THE AGREEMENT: In WITNESS WHEREOF, the parties have executed these presents through their duly authorised representatives caused on the day, month and year list above written J&KPDD Chief Engineer (Commercial & Survey) PDD, J&K, Gladni Grid Station, Narwal, Jammu Witness 1. Witness 2. (IPP) Witness 1. Witness 2. 28

POWER PURCHASE AGREEMENT FOR WIND ELECTRIC GENERATORS (For sale to Distribution Licensee only)

JD(Tariff) Page 1 9/20/2006 POWER PURCHASE AGREEMENT FOR WIND ELECTRIC GENERATORS (For sale to Distribution Licensee only) THIS AGREEMENT made this day of,200 at between M/s.being a Company registered