R2022-161 Resolution Authorizing Agreement with Hawk-Atollo for Power Purchase Agreement Regarding Solar Canopy Project

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DocuSign Envelope ID:221D6B40-33AE-418B-BC60-E598F733ACF1 Exhibit A POWER PURCHASE . . , injury may not be adequately compensated by an award of money damages, and that Seller is entitled to seek specific enforcement of this Section 81h1 against Purchaser. i. Data Line. Purchaser shall provide Seller a high-speed internet data line during the Term to enable Seller to record the electric energy generated by the System. If Purchaser fails to provide such high-speed internet data line,or if such line ceases to function and is not repaired, Seller may reasonably estimate the amount of electric energy that was generated and invoice Purchaser for such amount in accordance with Section 4. j. Breakdown Notice. Purchaser shall notify Seller within twenty-four(24) hours following the discovery by it of(i) any material malfunction in the operation of the System; or (ii) any occurrences that could reasonably be expected to adversely affect the System. Purchaser shall notify Seller immediately upon (i) an interruption in the supply of electrical energy from the System; or (ii) the discovery of an emergency condition respecting the System. Purchaser and Seller shall each designate personnel and establish procedures such that each Party may provide notice of such conditions requiring Seller's repair or alteration at all times,twenty-four(24) hours per day, including weekends and holidays. 9. Change in Law. "Change in Law"means(i)the enactment,adoption, promulgation,modification, or repeal after the Effective Date of any applicable law or regulation; (ii) the imposition of any material conditions on the issuance or renewal of any applicable permit after the Effective Date of this Agreement(notwithstanding the general requirements contained in any applicable Permit at the time of application or issue to comply with future laws,ordinances,codes,rules, regulations or similar legislation), or (iii) a change in any utility rate schedule or tariff approved by any Governmental Authority which in the case of any of (i), (ii) or (iii), establishes requirements affecting owning, supplying, constructing, installing, operating or maintaining the System, or other performance of the Seller's obligations hereunder and which has a material adverse effect on the cost to Seller of performing such obligations; provided, that a change in federal, state, county or any other tax law after the Effective Date of this Agreement shall not be a Change in Law pursuant to this Agreement. If any Change in Law occurs that has a material adverse effect on the cost to Seller of performing its obligations under this Agreement, then the Parties shall, within thirty (30) days following receipt by Purchaser from Seller of notice of such Change in Law, meet and attempt in good faith to negotiate amendments to this Agreement as are reasonably necessary to preserve the economic value of this Agreement to both Parties. If the Parties are unable to agree upon such amendments within such thirty(30)day period,then either Party shall have the right to terminate this Agreement without further liability to either Party except with respect to payment of amounts accrued prior to termination. If any Change in Law occurs that has a material adverse effect on the cost to the Purchaser regarding its obligations under this Agreement, then the Parties shall, within thirty (30) days following receipt by Seller from Purchaser of notice of such Change in Law, meet and attempt in Page 18 of 52