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DocuSign Envelope ID:221D6B40-33AE-4186-BC60-E598F733ACF1 <br /> Exhibit A <br /> FT POWIER�PURQHASE <br /> AGREEMENT ("'PPA-) <br /> Purchaser agrees (A)to pay for the cost of such restoration of the System or (B) <br /> to purchase the System "AS-IS" at its Fair Market Value as determined in <br /> accordance with Section 16(c). <br /> ii. Purchaser's Obligations. If the Facility is damaged or destroyed by casualty of <br /> any kind or any other than Seller's gross negligence or willful misconduct, such <br /> that the operation of the System and/or Purchaser's ability to accept the electric <br /> energy produced by the System are materially impaired or prevented, Purchaser <br /> shall promptly work with the owner of the Premises to repair and restore the <br /> Facility to its pre-existing condition; provided, however,that if more than 50%of <br /> the Facility is destroyed during the last five years of the Initial Term or during any <br /> Additional Term, Purchaser may elect either (A) to restore the Facility or (B) to <br /> pay the Termination Payment and all other costs previously accrued but unpaid <br /> under this Agreement and thereupon terminate this Agreement. <br /> b. Insurance Coverage. At all times during the Term,Seller and Purchaser shall maintain the <br /> following insurance: <br /> L Seller's Insurance. Seller shall maintain(A)property insurance on the System for <br /> the replacement cost thereof, (B) commercial general liability insurance with <br /> coverage of at least$1,000,000 per occurrence and$2,000,000 annual aggregate, <br /> (C) employer's liability insurance with coverage of at least $1,000,000 and (iv) <br /> workers'compensation insurance as required by law. Seller's commercial general <br /> liability insurance shall be endorsed to name Purchaser as an additional insured <br /> and shall also include the following endorsement: "The insurance afforded to the <br /> additional insured is primary insurance. If the additional insured has other <br /> insurance that is applicable to the loss on a contributing, excess or contingent <br /> basis,the amount of this insurance company's liability under this policy shall not <br /> be reduced by the existence of such other insurance. Any insurance covered by <br /> the additional insured shall be excess and non-contributing with the insurance <br /> provided by the Seller." <br /> ii. Purchaser's Insurance. Purchaser shall maintain commercial general liability <br /> insurance coverage of at least 1,000,000 dollars($1,000,000) per occurrence and <br /> 2,000,000 dollars ($2,000,000) annual aggregate. <br /> C. Policy Provisions. All insurance policies provided hereunder shall (i) contain a provision <br /> whereby the insurer agrees to give the party not providing the insurance(A) not less than <br /> ten (10)days written notice before the insurance is canceled,or terminated as a result of <br /> non-payment of premiums, or(B) not less than thirty(30) days written notice before the <br /> insurance is otherwise canceled or terminated, (ii) be written on an occurrence basis,and <br /> (iii) be maintained with companies either rated no less than A-VII as to Policyholders <br /> Rating in the current edition of A.M. Best's Insurance Guide or otherwise reasonably <br /> acceptable to the other party. <br /> d. Certificates. Upon the other Party's request, each Party shall deliver the other Party <br /> certificates of insurance evidencing the above required coverage. A Party's receipt, <br /> Page 25 of 52 <br />