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DocuSign Envelope ID:221D6B40-33AE-418B-BC60-E598F733ACF1 <br /> Exhibit A <br /> POWERPURCHASE AGREEMENT("PPA ) <br /> ii. Such Party has obtained all licenses, authorizations, consents, and approvals <br /> required by any Governmental Authority or other third party and necessary for <br /> such Party to own its assets, carry on its business and to execute and deliver this <br /> Agreement; and such Party is in compliance with all laws that relate to this <br /> Agreement in all material respects. <br /> b. Purchaser's Representations, Warranties and Covenants. Purchaser represents and <br /> warrants to the Seller the following as of the Effective Date and covenants throughout <br /> the Term: <br /> L Access. Purchaser does not have title to the Premises. Purchaser does not have <br /> the full right, power and authority to grant a license, easement,or other interest <br /> running with the Premises contained in Section 8(a). Purchaser shall obtain all <br /> required consents from the owner of the Premises and/or Facility to grant a <br /> Second Amendment granting Purchaser the authority to enter into this <br /> Agreement with respect to the Premises and enter into and perform its <br /> obligations under this Agreement. <br /> ii. Other Agreements. Neither the execution and delivery of this Agreement by <br /> Purchaser nor the performance by Purchaser of any of its obligations under this <br /> Agreement conflicts with or will result in a breach or default under any agreement <br /> or obligation to which Purchaser is a party or by which Purchaser or the Facility is <br /> bound. <br /> iii: Accuracy of Information. All information provided by Purchaser to Seller, as it <br /> pertains to the Facility's physical configuration, Purchaser's planned use of the <br /> Facility, and Purchaser's estimated electricity requirements, is accurate in all <br /> material respects. <br /> iv. Purchaser Status. Purchaser is not a public utility or a public utility holding <br /> company and is not subject to regulation as a public utility or a public utility <br /> holding company. <br /> v. Hazardous Substances. Purchaser is not aware of any hazardous substances at, <br /> on, above, below,or near the Premises. <br /> vi. No Pool Use. No electricity generated by the System will be used to heat a <br /> swimming pool. <br /> 15. System and Facility Damage and Insurance. <br /> a. System and Facility Damage. <br /> L Seller's Obligations. If the System is damaged or destroyed other than by <br /> Purchaser's gross negligence or willful misconduct Seller shall promptly repair <br /> and restore the System to its pre-existing condition; provided, however, that if <br /> more than fifty percent (50%) of the System is destroyed during the last five (5) <br /> years of the Initial Term or during any Additional Term,Seller shall not be required <br /> to restore the System, but may instead terminate this Agreement, unless <br /> Page 24 of 52 <br />